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Management Agreement

THIS MANAGEMENT AGREEMENT ("Agreement") is dated February 26, 2020

between: THEIR COMPANY OR NAME


( “THEIR COMPANY OR NAME”)

- AND –

BNB Concierges Inc


( “BNB Concierges”)

IN CONSIDERATION OF the mutual benefits and obligations set forth in this Agreement, the sufficiency
and adequacy of which is hereby acknowledged, My THEIR COMPANY OR NAME and BNB Concierges
Inc. (individually the "Party" and collectively the "Parties") agree as follows:

Services Provided

1. During the Term (as defined below), THEIR COMPANY OR NAME shall engage exclusively BNB Concierges
to perform the services set forth in Schedule “A” hereto (collectively, the “Services”) in respect of all of the then
current rental properties under THEIR COMPANY OR NAME’s management (“Properties”).

2. THEIR COMPANY OR NAME shall be responsible for and indemnify BNB Concierges in respect of the
payment of any costs related to or attributable to the lease, ownership or management of the Properties, including
without limitation, obligations to pay rent, utilities, internet, cable, taxes, insurance, condo fees, repairs and to
maintenance fees, and any other costs that are associated with owning and operating the property.

Exclusively (OPTIONAL)

3. During the Term, BNB Concierges agrees to not to provide Services to any other property management
company or person and hereby agrees to a non-compete to solely to provide Services to My THEIR
COMPANY OR NAME. For greater certainty, the application of this Section 3 shall not extend to BNB
Concierges providing Services directly to owners of individual residences or multi-family units on
LOCATION.

Term of Agreement

4. The term of this Agreement (the "Term") shall commence on the Effective Date and will remain in full force and
effect for one year after the Effective Date. The Term shall automatically renew for successive TERM OF
CONTRACT extension terms until early terminated as provided in this Agreement.

5. In the event that either Party wishes to terminate this Agreement, the terminating Party will be required to provide
30 days written notice to the other Party. The early termination of this Agreement shall not limit the rights
accrued to any Party prior to and up to the date of termination, including the payment of any Compensation
(defined below) attributable to Listings’ (as defined in Schedule “A”) bookings booked prior to the date of
termination, and completed after the date of termination.

Compensation

6. For the Services rendered by BNB Concierge in connection with this Agreement, THEIR COMPANY OR
NAME shall pay to BNB Concierges the following amounts:

a. PERCENTAGE YOU WILL TAKE of all gross revenue generated from the Properties’ Listings from the
Platforms (as those terms are defined in Schedule “A” hereto) for all of the Properties except for the
Prestige Properties (defined below)

(collectively, the “Compensation”).

All revenue generated will be distributed online through the Airbnb App or other booking platforms to THEIR
COMPANY OR NAME and to BNB Concierges. No later than the 1st business day of each month BNB
Concierges have agreed to provide THEIR COMPANY OR NAME information regarding revenue generated and
commission paid out from past bookings. For further clarity, all receipts of bookings shall initially be deposited
into BNB Concierges’ applicable accounts, and therefrom, after taking their compensation shall the rest of the
funds be disbursed to BNB Concierges no later than 5-7 business days after the initial date of deposit of the
applicable receipt.

7. If THEIR COMPANY OR NAME requests BNB Concierges to perform any services outside of the scope of the
Services set forth in Schedule “A”, THEIR COMPANY OR PERSON and BNB Concierges shall mutually agree to
the cost and rates for any out-of-scope services and for the reimbursement any documented, out-of-pocket expenses
incurred by BNB Concierges related thereto.

Capacity/Independent Contractor

8. In providing the Services under this Agreement, it is expressly agreed that BNB Concierges is acting as an
independent contractor and not as an employee of THEIR COMPANY OR NAME. THEIR COMPANY OR
NAME and BNB Concierges each acknowledge that this Agreement does not create a partnership or joint venture
between them and is exclusively a contract for service. THEIR COMPANY OR NAME further acknowledges that
BNB Concierges is not a lessee nor sublessee for any of the Properties, and that BNB Concierges’ engagement is solely
in the capacity as a broker for short-term third-party rentals for the Properties.
Dispute Resolution

9. If a dispute arises out of, or in connection with this Agreement, the Parties agree to meet to pursue resolution
through negotiation or other appropriate dispute resolution process before resorting to litigation. All information
exchanged during this meeting or any subsequent dispute resolution process, shall be regarded as “without prejudice”
communications for the purpose of settlement negotiations and shall be treated as confidential by the Parties and their
representatives, unless otherwise required by law. However, evidence that is independently admissible or discoverable
shall not be rendered inadmissible or non-discoverable by virtue of its use during the dispute resolution process.

Damages

10. In the event of damages or personal injuries, howsoever caused, that are incurred by any booking guests or
other third parties in connection with bookings made pursuant to the Listings (“Booking Claims”), the
Parties agree to file and administer the Booking Claims arising thereunder through the appropriate
Platform’s “Host Protection Insurance” coverage which corresponds to the applicable booking, where
available (for example: for Airbnb, at www.airbnb.ca/host-protection- insurance; for HomeAway,
at:https://www.homeaway.com/l/liability-insurance; and for VRBO,
at:https://www.homeaway.com/l/liability-insurance). Where the Platform does not have available “Host
Protection Insurance”, THEIR COMPANY OR NAME shall indemnify and hold harmless BNB
Concierges for any claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable
legal fees and costs of any kind or amount whatsoever, which result from or arise out of the Booking
Claims, except where such Booking Claims are directly attributable to the gross negligence or willful
misconduct of BNB Concierges.

11. The liability of BNB Concierges to THEIR COMPANY OR NAME for any reason and upon any cause of
action related to the performance of the Services under this Agreement whether in tort or in contract or
otherwise, shall be limited to the full cost of the Compensation payable by THEIR COMPANY OR NAME to
BNB Concierges for the applicable month corresponding to THEIR COMPANY OR NAME’s claim. In no
event shall either Party be responsible to the other Party for any special, indirect or consequential damages,
including without limitation, loss of business opportunity, loss of profit or revenue, loss of goodwill, punitive
or exemplary damages.

12. THEIR COMPANY OR NAME agrees to indemnify and hold harmless BNB Concierges, and its affiliates,
officers, agents, employees, directors, shareholders, principals, and permitted successors and assigns against
any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and
costs of any kind or amount whatsoever, which result from or arise out of: i) any act or omission of the
indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns
that occurs in connection with this Agreement; and ii) any damage or personal injuries or claims in connection
with bookings made pursuant to the Listings, except where such damage or personal injury is directly
attributable to the gross negligence or willful misconduct of BNB Concierges.

13. The provisions of Sections 9 through 12 inclusive shall survive the termination of this Agreement.

Modification of Agreement

14. Any amendment or modification of this Agreement or additional obligation assumed by either Party in
connection with this Agreement, will only be binding if evidenced in writing signed by each Party or an
authorized representative of each Party.

Time of the Essence

15. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a
waiver of this provision.

Assignment

16. BNB Concierges will not voluntarily or by operation of law assign or otherwise transfer its obligations under this
Agreement without the prior written consent of THEIR COMPANY OR NAME, which consent shall not be
unreasonably withheld or delayed.

Entire Agreement

17. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this
Agreement except as expressly provided in this Agreement.

Titles/Headings

18. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting
this Agreement.

Governing Law

19. It is the intention of the Parties to this Agreement that this Agreement and the performance under this
Agreement, and all suits and special proceedings under this Agreement, be construed in accordance with and
governed, to the exclusion of the law of any other forum, by the laws of the Province of Ontario without regard to
the jurisdiction in which any action or special proceeding may be instituted.

Severability

20. In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in
part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts
severed from the remainder of this Agreement.

Waiver

21. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this
Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other
provisions.

[Remainder of page left intentionally blank. Signature page follows.]


22. This Agreement may be executed in counterparts, including by electronic transmission, and all counterparts
shall be deemed an original, shall be construed together and shall constitute one and the same document.

IN WITNESS WHEREOF the Parties has duly affixed their signatures effective as of the Effective Date.

My THEIR COMPANY OR NAME BNB Concierges Inc.

(Signature) (Signature)

Print Name Print Name

Title Title

Date Date
Schedule “A” – Services

A.Generation of listing profiles for the Properties (“Listings”) on the following short-term rental platforms
(“Platforms”) as follows:
a. Airbnb
b. VRBO
c. HomeAway
d. Tripadvisor
e. Booking.com
f. Expedia
g. Mister B&B
h. Any new online Platform that becomes available during the Term, with the consent of THEIR
COMPANY OR NAME.

B. Vacation Rental Management: We will be handling all Platforms’ Listing, as well as Payment and Processing,
and Marketing in respect of those Listings and bookings made thereunder.

C. Guest communications: 24/7 Guest communication is only for Properties listed under BNB Concierges and not
for partners listing website.

D. Manage booking calendars for the Properties, including in respect of the booking calendar administered by
THEIR COMPANY OR NAME’s own website and other internally generated bookings.

E. Payment and Processing of accounts receivable from Listings’ bookings will be sent to BNB Concierges and after
sent to Partners account with report.

*****DISCLAIMER: USERS ASSUME ALL RISKS AND LIABILITIES FOR USE OF THIS EMAIL AS IT IS INTENDED MERELY FOR
EDUCATIONAL PURPOSES. This sample EMAIL is for Educational purposes only and is not to be construed as legal advice. This Sample email
is the property of MENTOR BNB, INC. d/b/a “BNB PHD” who assumes no liability for any third-party use of this document for any purposes
beyond education. In using this Sample, the user hereby agrees and covenants not to sue and to hold harmless MENTOR BNB, INC. d/b/a “BNB
PHD” and any of its employees, agents, attorneys, or otherwise for any liability which may result therefrom. Use of this Sample Addendum is at the
User’s risk. There is no warranty that this addendum complies with any applicable local, state, or federal laws and any user assumes the risk of
violating such laws. Any potential users should consult an attorney licensed within the applicable jurisdiction before renting any property on a short
term or long-term basis. Any potential users are responsible for compliance with all local, state, or federal laws, including any applicable licensure
requirements. Though MENTOR BNB, INC. d/b/a “BNB PHD” and any of its agents, employees, attorneys, or otherwise make no guarantees that
the foregoing Sample Addendum complies with any applicable regulations or laws to which a particular property may be subject to. AGAIN,
USERS ASSUME ALL RISKS AND LIABILITIES FOR USE OF THIS ADDENDUM AS IT IS INTENDED MERELY FOR EDUCATIONAL
PURPOSES*****

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