By signing this proposal, the undersigned ("Buyer") agrees to purchase the YOLO TV display system and services described in this proposal (the "System") from YOLO TV ("Seller") at the total investment of $152,200. A deposit of 60% ($91,320) is due upon primary signature to initiate production, with the balance due per the milestone schedule in the Investment section. Payment obligations are triggered by the completion of the applicable project milestones rather than fixed calendar dates. A late fee of 3% per month applies to overdue balances. Buyer must provide a valid tax exemption certificate if claiming tax exemption; otherwise applicable taxes are Buyer's responsibility.

Buyer acknowledges that the System is a custom-engineered product manufactured specifically for this project. Minor cosmetic tolerances, visible LED module seams, and slight brightness variations between modules are inherent characteristics of large-format LED display technology and do not constitute defects. Buyer accepts these characteristics as part of the custom nature of the product.

ALL SALES ARE FINAL upon production commencement. Given the custom-engineered nature of the System, Buyer expressly waives any right of return, refund, or chargeback once production has begun. Buyer acknowledges that materials are procured and labor scheduled specifically for this project upon deposit.

If Buyer cancels prior to production commencement, Seller shall retain the deposit and recover all incurred design, engineering, and procurement costs. If Buyer cancels after production has commenced, Buyer is responsible for the full contract price, as materials and labor cannot be repurposed. Cancellation must be submitted in writing.

Production lead time is approximately 8 weeks estimated from receipt of deposit and completed site/engineering confirmation. Lead times are estimates, not guarantees, and may vary based on component availability, production scheduling, and site readiness. Seller is not liable for delays caused by Force Majeure events as defined in Article 14. Seller will communicate any material change to the lead time.

Risk of loss transfers to Buyer upon completion notice or tender to the carrier, whichever occurs first. Title to the System transfers to Buyer only upon receipt of full payment. Until full payment is received, Seller retains title and a security interest in the System. Buyer is responsible for inspecting the System upon delivery and noting any visible damage on the delivery receipt.

Pickup must occur within 7 calendar days after completion notice. Beginning on Day 8, storage fees of $150/week apply. Products uncollected after 30 calendar days are legally deemed abandoned and may be disposed of by Seller. Buyer waives any claim for warehouse casualty, loss, or damage to stored products beyond Seller's ordinary negligence.

If Buyer selects self-installation, Buyer assumes full responsibility for structural integrity, code compliance, and proper mounting per YOLO drawings. If YOLO installation is selected, installation requires a 14-day lead time following written approval of the site-prep checklist. Site readiness must be confirmed in writing prior to technician dispatch.

Site readiness must be confirmed in writing prior to technician dispatch. Delays caused by site unpreparedness — including lack of energized power, incomplete conduit, or crates located more than 25 ft from the installation site — will be billed at $275/hour (up to $2,000/day) plus all associated travel and standby costs.

Seller's total liability under this agreement is capped strictly at the total contract amount paid by Buyer for the System. Buyer expressly waives any claim for consequential, incidental, indirect, or punitive damages, including loss of use, revenue, or profit. This limitation does not apply to damages caused by Seller's gross negligence or willful misconduct.

YOLO TV warrants to original owner of equipment purchased from YOLO TV or purchased from an authorized distributor/dealer of YOLO TV that said equipment will be free from defects of materials and/or workmanship for a period of Five Years from the date of purchase (measured from the date of shipment). In the event of warranty issue, the owner should contact the distributor or dealer or YOLO TV, (844) 496-5688, livinthelife@yolotvs.com, 1700 West Market, Suite #401, Akron, OH 44313. Equipment must be returned to YOLO TV labeled with an S/O (Service Order) number issued by YOLO TV clearly and conspicuously marked on the outside of the shipping container; equipment returned without an S/O number will be refused. EXCLUDED from this warranty is any damage caused by abuse, misuse, misapplication, or accidental damage, and any consequential or contingent liability or acts of God. YOLO TV will return repaired/replaced equipment freight prepaid by carrier/method of YOLO TV's election to destination within the USA. Outside USA or special conveyance is freight-collect. YOLO TV assumes no liability for damages arising out of reliance on technical information, except as it affects proper operation, and assumes no responsibility for actions taken by an installer not certified by YOLO TV. The warranty does not include reimbursement or funds for labor to remove or remount any TV or TV parts for repair or replacement. This warranty is in lieu of all other expressed or implied warranties, including merchantability or fitness for a particular purpose. No payment or compensation will be made for indirect or consequential damage or loss of revenue.

Buyer must provide 30 days' written notice of any dispute prior to initiating litigation. During this period, both parties agree to negotiate in good faith to resolve the dispute. If the dispute remains unresolved after 30 days, either party may initiate litigation.

This agreement is governed by the laws of the State of Texas. Exclusive jurisdiction and venue for any dispute shall lie in the courts of Rockwall County, Texas. Buyer hereby waives any right to a jury trial and consents to the exclusive jurisdiction of such courts.

In any action to enforce this agreement, the prevailing party shall be entitled to recover its full costs, including reasonable attorney's fees, from the non-prevailing party.

Seller is not liable for delays or failures caused by events beyond its reasonable control, including supply chain disruptions, severe weather, pandemic, utility interruptions, governmental action, or other Force Majeure events. Seller will resume performance as soon as commercially practicable following such an event.

This proposal, including all Terms & Conditions articles, constitutes the entire agreement between Buyer and Seller and supersedes all prior discussions, representations, and understandings, whether written or oral. Any amendment or modification must be in writing and signed by both parties. Acceptance of this proposal confirms Buyer has reviewed the scope, pricing, installation requirements, warranty, and all terms herein.