Contractor Portal

Independent Contractor Field Services Agreement

Daily Adventure Box, Inc.

Document ID: DAB-CP-TOS-2026-01 Version: 1.0 Effective: April 24, 2026

This Independent Contractor Field Services Agreement (this "Agreement") is entered into as of the date of electronic acceptance through the DAB Contractor Portal (the "Effective Date"), by and between:

Daily Adventure Box, Inc., a North Carolina corporation, with its principal place of business at 2884 North Carolina Highway 210, Smithfield, NC 27577 ("DAB," "Company," "we," "us," or "our"); and

The individual electronically accepting this Agreement through the Contractor Portal ("you," "Contractor," "Field Technician," or "Technician"), whose name, email, address, government-issued identification, vehicle, and insurance information are recorded at the time of Portal enrollment.

WHEREAS, DAB owns and operates a network of self-service outdoor recreational equipment lockers ("Lockers" or "Boxes") and, as of the Effective Date, all active Lockers are installed exclusively on properties operated by Marine Corps Community Services ("MCCS") under MCCS Contract CLM25-K-0001 (the "MCCS Contract"). Contractor acknowledges and agrees that Field Services rendered hereunder will be performed on federally controlled property and that the MCCS Contract — including, without limitation, Section B.3.4 thereof — controls operational, OPSEC, insurance, conduct, signage, and patron-interaction requirements applicable to Contractor;

WHEREAS, DAB engages independent third-party field technicians, on a project basis, to perform discrete work orders such as Locker servicing, restocking, swap-outs, repairs, photographic documentation, and similar tasks ("Field Services");

WHEREAS, Contractor desires to make Contractor's services available to DAB on an independent contractor basis, controls the manner and means of Contractor's own work, and operates Contractor's own business;

WHEREAS, the parties wish to set forth the terms governing their relationship;

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Definitions

As used throughout this Agreement, the following terms have the meanings set forth below:

1. "Base Access Site" means any military installation, federal enclave, or other access-controlled property where DAB has placed a Locker, including all MCCS-operated properties. As of the Effective Date, every active DAB Locker is located on a Base Access Site, and Contractor shall treat all Field Services as performed on federally controlled property unless DAB notifies Contractor in writing through the Portal of a non-base assignment.
2. "MCCS Contract" means MCCS Contract CLM25-K-0001 (and any successor or amended concession agreement) between DAB and Marine Corps Community Services governing DAB's right to install, operate, and service Lockers on USMC installations, including all incorporated DoD, USMC, and MCCS regulations, instructions, and operational annexes.
3. "Contractor Portal" means the DAB-operated web application through which Contractor enrolls, accepts work orders, uploads documentation, and submits invoices.
4. "Equipment" means the recreational items stored in or replenished into a Locker (e.g., paddleboards, surfboards, life jackets, tow ropes), all of which remain at all times the property of DAB.
5. "Field Services" has the meaning set forth in the recitals and any Work Order.
6. "Locker" or "Box" means a self-contained outdoor equipment rental unit operated by DAB, consisting of the physical box infrastructure, electronic lock and circuit board, and the gear stored inside.
7. "Premises" means the physical site at which a Locker is installed, controlled by the venue operator (e.g., MCCS) and not by DAB.
8. "Work Order" means a discrete task offered to Contractor through the Contractor Portal, identifying the result to be achieved, target completion window, and any consumable supplies furnished by DAB.
9. "Zone One," "Zone Two," and "Zone Three" have the meanings set forth in Section 4.

2. Eligibility & Onboarding Representations

By accepting this Agreement, you represent, warrant, and covenant that:

1. You are at least eighteen (18) years of age and legally competent to enter into binding contracts under the laws of your state of residence;
2. You are a United States citizen or lawful permanent resident with unrestricted authorization to receive payment for services in the United States;
3. You hold a valid, unexpired driver's license issued by a U.S. state or territory and a registered, road-legal vehicle suitable for the Field Services for which you accept Work Orders;
4. You carry, at your own expense, all insurance required by Section 5 and shall maintain such coverage for the duration of any active Work Order;
5. You have or will obtain a valid Taxpayer Identification Number (Social Security Number or Employer Identification Number) and have submitted, or will submit, an accurate IRS Form W-9 prior to first payment;
6. You have no outstanding criminal conviction, court order, military order, employer non-compete, or other restriction that would prevent you from performing the Field Services or accessing any Premises (including any Base Access Site);
7. You are not currently an employee or W-2 worker of DAB and have not been such an employee within the prior twelve (12) months;
8. You have read DAB's Privacy Policy at www.dailyadventurebox.com/privacy-policy and DAB's Confidentiality Agreement and consent to processing of your personal information as described therein; and
9. You enter into this Agreement voluntarily and have had the opportunity to consult with independent legal, tax, and insurance advisors.

3. Independent Contractor Status — Affirmative Recitals

1. Control of Method. You control the manner, means, schedule, route, and order of operations by which you complete Field Services. DAB specifies only the result required by a Work Order (for example, "restock CLJ-03 with six (6) paddleboards in this 48-hour window"), not the method by which you achieve that result.
2. Tools, Vehicle, and Equipment. You supply your own vehicle, fuel, mobile device, hand tools, personal protective equipment, weather gear, and routine consumables. DAB-issued items (e.g., specialized diagnostic tools, lock-board firmware loaders, replacement gear inventory furnished for a specific Work Order) remain DAB property and do not convert your relationship to employment; such items are issued solely to maintain DAB's brand and safety consistency required by DAB's venue contracts.
3. Profit and Loss. You bear opportunity for profit and risk of loss, including acceptance or rejection of Work Orders, routing, time management, fuel cost, vehicle wear, and the efficiency with which you complete tasks.
4. Multiple Clients. You are free to perform services for third parties — including, without limitation, businesses unrelated to outdoor recreation rental and businesses that compete with DAB — subject only to Sections 12 (Confidentiality) and 13 (Non-Solicitation). DAB does not require exclusivity.
5. Project-Based Engagement. The relationship is project-based. Each Work Order is a discrete engagement and creates no expectation of continuing offers, minimum hours, minimum compensation, or any term of engagement.
6. No Training. Beyond the minimum safety, brand-standard, and base-access orientation reasonably required by DAB's venue contracts (including MCCS Section B.3.4 per-rental compliance), DAB provides no training, no continuing education, and no skills certification.
7. No Withholding; No Benefits. DAB will not withhold federal, state, or local income tax, FICA, FUTA, or any other tax or contribution from any payment to you. You are solely responsible for self-employment tax, estimated tax, and all applicable state and local taxes. You are not entitled to employee benefits of any kind, including health insurance, retirement plans, paid leave, workers' compensation, unemployment insurance, or any benefit DAB provides to its employees. DAB will issue IRS Form 1099-NEC or 1099-K as required by law.
8. No Authority to Bind. You have no authority to bind DAB, hold yourself out as a representative or agent of DAB, sign on DAB's behalf, accept service of process for DAB, or make any representation, warranty, projection, or commitment on behalf of DAB to any patron, venue operator, or third party.
9. Reclassification Indemnity. If any taxing authority, court, or regulator reclassifies the relationship as employment, you shall indemnify DAB against any tax, penalty, interest, benefit, wage, overtime, or premium liability arising from the reclassification, except to the extent such liability arises from DAB's gross negligence or willful misconduct, and except for the employer-side share of FICA/FUTA that DAB may be required by law to pay directly.

4. Three-Zone Allocation of Risk

4.1 Zone One — En Route

"Zone One" means all travel from your point of origin (residence, garage, prior worksite, lodging, meal, errand, or any other point) to a DAB Locker, Premises, or Base Access Site. Zone One travel is solely your responsibility. You operate your own vehicle, carry the personal automobile liability insurance required by Section 5, and bear all risk of accident, citation, theft, breakdown, mechanical failure, vehicle damage, fuel cost, route choice, weather exposure, and personal injury. DAB is not liable for any loss occurring in Zone One. You waive any claim that Zone One travel constitutes compensable working time under the Fair Labor Standards Act, 29 U.S.C. § 201 et seq., the Portal-to-Portal Act, 29 U.S.C. § 251 et seq., the North Carolina Wage and Hour Act, NCGS Chapter 95, or any analogous state statute.

4.2 Zone Two — On-Site

"Zone Two" means the period during which you are physically present at a Locker, Premises, or Base Access Site performing Field Services. While in Zone Two, you assume all risks incident to the work, including without limitation: slips, trips, and falls; cuts, abrasions, lifting injuries, and ergonomic strain; drowning, near-drowning, and water exposure; heat and cold illness; lightning, sunburn, dehydration; insect, marine-life, or wildlife encounters; equipment malfunction; chemical exposure (including but not limited to cleaning agents, sunscreen residue, and salt); base-access incidents (vehicle inspection, contraband seizure, denial of entry); interactions with patrons, military personnel, or Premises personnel; and any pre-existing environmental condition of the Premises (see Section 9 — Camp Lejeune Carve-Out). DAB is not liable for on-site injury or property damage to you, your vehicle, or your property. Your sole recovery for on-site injury or illness shall be through your own occupational accident, disability, or health insurance.

4.3 Zone Three — Between Sites & Personal Time

"Zone Three" means travel between two DAB Locker sites within a single day or multi-day Work Order; travel between any DAB Locker site and your lodging, meals, fuel stops, or personal errands; and any non-working time during a multi-day Work Order. Zone Three is treated identically to Zone One for purposes of liability and compensability. No Zone Three time is compensable working time. DAB carries no workers' compensation, occupational accident, or short-term-disability coverage for you in any Zone, and you waive any claim that any portion of your day constitutes "hours worked" beyond the discrete service time billed under a Work Order.

4.4 Express Waiver and Release

You hereby release, waive, discharge, and covenant not to sue DAB, its officers, directors, shareholders, employees, affiliates, venue partners (including MCCS and the United States Marine Corps), and successors and assigns (collectively, the "Released Parties") from any and all claims, demands, causes of action, damages, losses, and liabilities arising in any Zone, whether in contract, tort, statutory law, or otherwise, except for claims based on the willful misconduct or gross negligence of a Released Party that proximately causes injury or loss. This waiver is a material condition of engagement.

5. Required Insurance — Minimum Coverages

1. Commercial General Liability ("CGL"): minimum limits of $1,000,000 per occurrence and $2,000,000 general aggregate, naming "Daily Adventure Box, Inc., its officers, directors, shareholders, affiliates, and venue partners (including Marine Corps Community Services and the United States Marine Corps)" as additional insureds on a primary and non-contributory basis, with waiver of subrogation in favor of DAB.
2. Personal Automobile Liability: minimum limits of $300,000 combined single limit, with a "commercial use," "business use," or Hired and Non-Owned Auto ("HNOA") endorsement sufficient to cover work-related travel. Personal auto policies that exclude business use without an HNOA endorsement do not satisfy this requirement.
3. Occupational Accident or Workers' Compensation: where required by the law of any state in which you perform Field Services, statutory workers' compensation; in the alternative, an occupational accident policy with minimum limits of $500,000 medical and $250,000 disability/AD&D. North Carolina requires workers' compensation coverage from any business with three (3) or more employees; you are responsible for determining and complying with the requirements of any state in which you accept Work Orders.
4. Inland Marine / Tools & Equipment Coverage: recommended (not required) for any DAB-issued tools or replacement gear in your custody during a Work Order. DAB-issued items remain DAB property; loss or damage in your custody is your responsibility under Section 6.
5. Cyber / Data Liability: if your role involves access to DAB customer or operator data through the Contractor Portal beyond standard Work Order metadata, DAB may require, by written notice, that you obtain a cyber liability policy with limits not less than $250,000.
6. Certificates and Renewals. You shall furnish a certificate of insurance evidencing each required coverage prior to first Work Order acceptance and within ten (10) days of any policy renewal, change, or non-renewal. You shall give DAB at least thirty (30) days' written notice prior to cancellation, non-renewal, or material reduction of coverage.

6. Equipment, Tools, and DAB-Issued Items

1. Contractor-Owned Items. You supply, at your own cost, all routine tools, vehicle, fuel, mobile device, weather gear, personal protective equipment, and consumables required to perform Field Services.
2. DAB-Issued Items. Specialized diagnostic tools, lock-board firmware loaders, replacement Equipment furnished for a specific Work Order, brand-marked apparel, decals, signage, and similar items issued by DAB ("DAB-Issued Items") remain at all times DAB property. You hold DAB-Issued Items as a bailee under NC bailment law and shall: (i) use them only for DAB Work Orders; (ii) protect them with reasonable care; (iii) return them on demand or upon termination; and (iv) reimburse DAB for loss, damage beyond ordinary wear, or non-return.
3. Replacement Equipment. Equipment you transport to a Locker for restock or swap-out remains DAB property until installed. You shall not divert, sell, transfer, lend, lease, or otherwise alienate DAB Equipment.
4. No Lien. You shall not assert any common-law, statutory, possessory, mechanic's, or warehouseman's lien against DAB Equipment, DAB-Issued Items, or any DAB property.

7. Work Orders — Offer, Acceptance, No Minimums

1. Offer. DAB may, in its sole discretion, offer Work Orders through the Contractor Portal. Each offer identifies the result required, target completion window, location, any safety or base-access constraints, the consumable supplies (if any) furnished by DAB, and the proposed compensation.
2. Acceptance. You may accept or reject any Work Order in your sole discretion, with no penalty, ranking impact, or future-engagement consequence beyond DAB's discretionary decision whether to offer subsequent Work Orders. Acceptance occurs upon affirmative click-through within the Portal.
3. No Minimums. DAB makes no commitment to offer any minimum number of Work Orders, hours, dollars, or routes. You make no commitment to accept any minimum number of Work Orders.
4. Performance Standard. Once accepted, a Work Order shall be completed in accordance with its written terms and any safety or brand-standard guidance referenced therein. Performance is measured by result, not by the method or schedule by which you achieve it.
5. Substitution. You may not subcontract, delegate, or substitute another individual to perform an accepted Work Order without DAB's prior written consent through the Portal. Background-check, insurance, and base-access requirements apply individually to each person performing Field Services on DAB's behalf.
6. Modification or Cancellation. DAB may, at any time prior to commencement, modify or cancel a Work Order without liability beyond compensation for substantiated documented expenses incurred in reliance up to the point of cancellation.

8. Compensation, Invoicing & Tax

1. Rate. Compensation for each Work Order is the amount stated in the Work Order at acceptance. Rates may be flat, hourly, mileage-based, or a combination, as specified per Work Order.
2. Invoicing. You shall submit invoices through the Contractor Portal within fourteen (14) days of Work Order completion. Invoices shall include date, Work Order ID, location, hours or units billed, and supporting photographic or telemetry documentation as required by the Portal.
3. Payment. DAB shall pay accepted invoices within thirty (30) days of receipt by ACH or other electronic method to the bank account you maintain in the Contractor Portal. Disputed line items may be withheld pending reconciliation.
4. Expenses. Out-of-pocket expenses (fuel, tolls, parking) are not reimbursable except as expressly stated in the applicable Work Order. You are responsible for all expenses you choose to incur in performing Field Services.
5. No Withholding. Consistent with Section 3, DAB will not withhold any tax. You are solely responsible for federal, state, and local income tax, self-employment tax, estimated tax, and any sales or use tax that may apply to Field Services in your jurisdiction.
6. 1099 Reporting. DAB will issue IRS Form 1099-NEC or 1099-K, as applicable, for each calendar year in which payments to you meet the applicable reporting threshold.
7. Set-Off. DAB may set off against any amount payable to you any amount you owe DAB under this Agreement, including amounts owed for damage to DAB Equipment or DAB-Issued Items, indemnity obligations, or chargebacks for unsubstantiated invoices.

9. Federal Enclave, MCCS NAFI, and Pre-Existing Environmental Condition Carve-Out

1. Federal Enclave Acknowledgment. You acknowledge that Marine Corps Base Camp Lejeune and other MCCS-operated properties are federal enclaves or federally controlled properties. Claims arising from acts or omissions of the United States, its agencies, MCCS as a non-appropriated fund instrumentality ("NAFI"), or federal personnel are governed by the Federal Tort Claims Act, 28 U.S.C. § 2671 et seq., the Military Claims Act, 10 U.S.C. § 2733, or applicable MCCS / NAFI claims procedures, and shall not be asserted against DAB.
2. Anti-Deficiency Act. DAB is a private contractor and not an agency or instrumentality of the United States. No provision of this Agreement obligates any appropriated or non-appropriated federal funds, consistent with the Anti-Deficiency Act, 31 U.S.C. § 1341.
3. Pre-Existing Environmental Conditions. You acknowledge the public record of historical environmental contamination on and adjacent to Marine Corps Base Camp Lejeune, Onslow County, North Carolina, and the existence of the Camp Lejeune Justice Act under the Honoring Our PACT Act, Pub. L. No. 117-168 (38 U.S.C. § 1710 note). DAB disclaims any and all liability for pre-existing environmental conditions of any Premises, including soil, groundwater, surface water, or air conditions not caused by DAB's own acts or omissions. Claims relating to pre-existing conditions shall be directed to the Premises owner/operator and/or the United States as applicable.
4. No DAB Liability for Patron Acts. DAB is not liable for the acts or omissions of military personnel, dependents, civilian patrons, or Premises personnel encountered during Field Services.

10. Base Access, Background Checks, and MCCS Contract Compliance

1. Base Access. Field Services performed on a Base Access Site require compliance with all access-control requirements imposed by the venue operator and the installation commander, including without limitation: REAL-ID-compliant identification (or equivalent under DoD policy); vehicle registration, current state inspection, and proof of insurance; RAPIDGate or equivalent contractor credentialing where required by the installation; contraband prohibitions (firearms, ammunition, alcohol, drugs, drones, prohibited electronics, recording devices); compliance with any anti-terrorism/force-protection ("ATFP") condition (FPCON Normal through Delta) then in effect; compliance with all DoD Antiterrorism Standards (DoDI 2000.16); and compliance with any branch-, base-, or unit-specific access standing operating procedure ("SOP"). Costs of credentialing, background checks, and access fees are Contractor's responsibility unless DAB elects in writing to bear them.
2. Background Check Consent. Because all 2026 Field Services are performed on federally controlled property, a background check is required. You consent to the limited collection, use, and disclosure of background information for purposes of base access, the MCCS Contract, and DAB onboarding, in compliance with the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq. ("FCRA"), and applicable state law. You will receive any pre-adverse and adverse action notice required by FCRA.
3. MCCS Contract / Section B.3.4 Compliance. You shall honor every operational, signage, OPSEC, photo-restriction, patron-interaction, per-rental waiver, environmental, hazardous-materials, dispute-escalation, and reporting requirement of the MCCS Contract, including without limitation Section B.3.4 thereof and any incorporated USMC or MCCS instruction (Marine Corps Order ("MCO") series, MCCS Policy Letters, or installation regulations). DAB shall make available, through the Contractor Portal, the MCCS Contract excerpts and current installation SOPs applicable to each Work Order. Violation of any MCCS Contract requirement is grounds for immediate termination of this Agreement and any active Work Order, and may trigger indemnification under Section 15.
4. OPSEC. You shall not photograph, record, geotag, livestream, or publicly post any Premises image, base-access procedure, gate, security infrastructure, sensitive equipment, military personnel (in or out of uniform), unit identifying information, or installation layout without DAB's express written authorization through the Portal. You shall not publish real-time location data, schedule, or route information regarding any Locker, Premises, or Field Services. This obligation survives termination indefinitely with respect to any image or information that remains operationally sensitive.
5. Denial of Access. DAB has no liability if any installation commander, MCCS official, Provost Marshal, security forces officer, or other federal official denies, suspends, or revokes your access to a Base Access Site for any reason. You acknowledge that base access is not a contractual right and that the United States retains plenary authority over its installations under 10 U.S.C. § 5013, 10 U.S.C. § 5063, and applicable installation regulations.
6. Active-Duty Contractors. If you are an active-duty servicemember (regular component, Reserve, or National Guard on federal orders), you represent that performance of the Field Services is consistent with DoD Instruction 1344.07 (Personal Commercial Solicitation on DoD Installations), DoD 5500.07-R (Joint Ethics Regulation), and any branch-, command-, or unit-specific outside-employment, conflict-of-interest, or ethics approval requirement applicable to your service. You shall provide DAB with evidence of any required outside-employment approval upon request, and you shall not perform Field Services in uniform or in any manner suggesting endorsement by the Department of Defense, the United States Marine Corps, or any unit thereof.
7. Suspension by U.S. Authority. DAB may suspend or terminate any Work Order or this entire Agreement, immediately and without liability beyond accrued compensation, if any base commander, MCCS official, or U.S. governmental authority directs, requests, or causes such suspension or termination, or if FPCON elevation, base closure, deployment, exercise, or any other military operation makes performance impractical, restricted, or inconsistent with the MCCS Contract.

11. Inherent Risks of Beach, Surf, and Water-Adjacent Work

1. Definition of Inherent Risks. "Inherent Risks" means those dangers or conditions that are an integral part of beach, coastal, surf, paddle, swim, sun-exposure, and shoreline-adjacent work, including without limitation: rip currents, shore break, submerged hazards, marine life (sharks, jellyfish, stingrays, biting insects), tidal change, sudden weather, lightning, heat illness, sunburn, dehydration, hypothermia, sand-borne pathogens, microbial contamination, slips on wet surfaces, equipment failure, falling Equipment, vehicle traffic on access roads, and the ordinary wear, failure, or loss of traction, buoyancy, or structural integrity of recreational Equipment under foreseeable conditions.
2. Assumption. You expressly assume all Inherent Risks. Field Services in beach, surf, and water-adjacent environments are voluntary and undertaken with full knowledge of such risks.
3. Comparative Negligence Acknowledgment. The parties acknowledge that North Carolina applies the doctrine of contributory negligence, as modified by NCGS Chapter 99B for product-liability matters, including the twelve (12) year statute of repose under NCGS § 1-46.1. You agree that any claim arising from Equipment use or Field Services is subject to the allocation and defenses set forth in NCGS Chapter 99B.
4. No Lifeguard. DAB does not provide lifeguards, water-rescue services, marine rescue, or medical personnel. You are not a lifeguard, water-rescue professional, or first responder, and you shall not represent yourself as such.

12. Confidentiality & Trade Secrets

1. Definition. "Confidential Information" means all non-public information disclosed by DAB to you, or accessed by you through the Contractor Portal, whether oral, written, electronic, or observed, including: business operations; revenue and financial data; rental performance metrics; patron and operator data; vendor and supplier information; route plans, telemetry, and operational schedules; locker access credentials; firmware, schematics, and hardware designs; investor and Fund Adventure operator data; OPSEC-restricted data; pricing structures; marketing strategies; meeting content; strategic discussions; and trade secrets within the meaning of the federal Defend Trade Secrets Act, 18 U.S.C. § 1836 et seq. ("DTSA"), and the North Carolina Trade Secrets Protection Act, NCGS § 66-152 et seq. ("NCTSPA").
2. Obligations. You shall: (i) hold all Confidential Information in strict confidence; (ii) not disclose Confidential Information to any third party without DAB's prior written consent; (iii) use Confidential Information solely to perform Field Services; (iv) use at least the same degree of care to protect Confidential Information as you use for your own confidential information, but in no event less than reasonable care; and (v) not take screenshots, recordings, photographs, or copies of Portal data except as required by the Work Order.
3. Exclusions. Confidential Information does not include information that: (i) is or becomes publicly available through no breach by you; (ii) you independently develop without use of Confidential Information; (iii) you lawfully receive from a third party without restriction; or (iv) is required to be disclosed by law, provided you give DAB prompt written notice and cooperate with efforts to obtain protective treatment.
4. Duration. Confidentiality obligations survive for the duration of any active engagement and for three (3) years thereafter, except that obligations regarding trade secrets survive for as long as such information qualifies as a trade secret under the DTSA or NCTSPA.
5. DTSA Immunity Notice (18 U.S.C. § 1833(b)). You are hereby notified that: (i) an individual shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. (iii) An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret except pursuant to court order.
6. Whistleblower Protection. Nothing in this Agreement prohibits you from (i) reporting possible violations of federal or state law to any governmental agency or entity, including the Department of Justice, the Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Department of Labor, OSHA, or any Inspector General, (ii) cooperating with any such agency, or (iii) making disclosures protected under any whistleblower provision of federal or state law (including the Dodd-Frank Act and NCGS § 95-241 where applicable). You do not need DAB's prior authorization for any such report and are not required to notify DAB of the same.
7. Injunctive Relief. You acknowledge that breach would cause DAB irreparable harm. DAB is entitled to injunctive, declaratory, and other equitable relief without bond, in addition to all other remedies, and may seek such relief in the state or federal courts located in Onslow County, North Carolina, notwithstanding the arbitration provision in Section 18.

13. Non-Solicitation

1. Non-Solicitation of DAB Personnel. During the engagement and for twelve (12) months thereafter (the "Restricted Period"), you shall not, directly or indirectly, solicit, recruit, or encourage any DAB employee, contractor, vendor, supplier, or business partner to terminate or reduce their relationship with DAB.
2. Non-Solicitation of DAB Customers / Operators. During the Restricted Period, you shall not, directly or indirectly, solicit, divert, or attempt to divert any DAB patron, Fund Adventure operator, or prospective member identified to you in the course of Field Services, for the benefit of a business competing with DAB, using DAB Confidential Information. This restriction does not prohibit general advertising not targeted at such persons.
3. Reformation; Nationwide Enforceability. If any court or arbitrator finds the scope, duration, or geographic area of any covenant in this Section 13 unreasonable or unenforceable, the parties expressly authorize the tribunal to "blue-pencil" the covenant to the minimum scope necessary to render it enforceable. In jurisdictions that prohibit or restrict non-solicitation covenants on independent contractors (e.g., as restricted by certain state low-wage thresholds or by California Business and Professions Code § 16600 et seq.), this Section 13 shall narrow or be inapplicable to the extent required by non-waivable law, but the confidentiality obligations of Section 12 remain in full force.
4. Injunctive Relief. Breach would cause DAB irreparable harm. DAB is entitled to temporary and permanent injunctive relief without bond, in addition to all other remedies.

14. Intellectual Property; Work Product Assignment

1. DAB IP. DAB owns and retains all right, title, and interest in and to the Contractor Portal, the DAB website, DAB software (including lock-board firmware), DAB hardware designs, DAB content, DAB trademarks, service marks, logos, trade dress, and all related intellectual property ("DAB IP").
2. License to You. DAB grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Contractor Portal solely to perform Field Services under this Agreement. The license terminates automatically upon termination.
3. Work Product Assignment. Any deliverable created by you in connection with a Work Order — including without limitation Locker condition photographs, telemetry recordings, restock manifests, swap-out reports, route logs, and any written or visual materials prepared at DAB's direction ("Work Product") — is a "work made for hire" within the meaning of 17 U.S.C. § 101 to the extent permitted by law. To the extent any Work Product is not a work made for hire, you hereby irrevocably assign to DAB all right, title, and interest in and to such Work Product, including all copyright, trademark, trade-secret, and other intellectual property rights, and all moral rights to the maximum extent waivable under law. You shall execute any further documents reasonably requested by DAB to perfect such assignment.
4. No Use of DAB Branding. You shall not reproduce, modify, distribute, reverse-engineer, or create derivative works of any DAB IP. Use of DAB branding in your own marketing, social media, website, or signage requires DAB's prior written approval through the Portal and must comply with brand guidelines.
5. Pre-Existing IP. You retain rights in any intellectual property you owned prior to this Agreement; however, if you incorporate any such pre-existing IP into Work Product, you grant DAB a perpetual, worldwide, royalty-free, sublicensable license to use such pre-existing IP as embodied in the Work Product.

15. Indemnification

You agree to indemnify, defend, and hold harmless DAB, its officers, directors, shareholders, employees, contractors, agents, affiliates, successors, assigns, and venue partners (including MCCS and the United States Marine Corps) (collectively, the "DAB Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, losses, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:

1. Your acts, omissions, negligence, recklessness, or willful misconduct in any Zone (Section 4);
2. Your breach of any term, representation, warranty, or covenant in this Agreement;
3. Your violation of any applicable federal, state, or local law, regulation, ordinance, or third-party right (including FLSA, FCRA, ADA, OSHA, CAN-SPAM, TCPA, and any privacy law);
4. Any tax, penalty, interest, benefit, wage, overtime, or premium liability arising from any claim that you are an employee of DAB (Section 3(i));
5. Any injury, death, illness, or property damage caused by you, your vehicle, your equipment, your subcontractors, or your invitees;
6. Any misrepresentation you make to any patron, venue operator, military command, MCCS personnel, or third party regarding DAB or the Field Services;
7. Any non-compliant promotional, social-media, or endorsement statement by you regarding DAB, in violation of the FTC Endorsement Guides (16 CFR Part 255) or otherwise;
8. Any breach of confidentiality, OPSEC, or non-solicitation under Sections 10, 12, or 13;
9. Any DMCA, trademark, or copyright claim arising from content you create or post; and
10. Any chargeback, fraudulent invoicing, or unsubstantiated billing.

DAB shall provide you with prompt written notice of any claim subject to indemnification and shall permit you to control the defense, provided that DAB may participate at its own expense and that you may not settle any claim without DAB's prior written consent.

16. Limitation of Liability — DAB

17. Term, Termination, and Survival

1. Term. This Agreement is effective on the Effective Date and continues until terminated by either party. The Agreement is terminable at will by either party, with or without cause, with no notice required.
2. Termination by Contractor. You may terminate at any time by submitting notice through the Contractor Portal. You shall complete any accepted Work Order in progress unless DAB releases you.
3. Termination by DAB. DAB may terminate at any time, in its sole discretion, with or without cause. Termination for cause includes, without limitation: breach of confidentiality, OPSEC, or non-solicitation; insurance lapse; loss of vehicle, license, or base access; unsafe performance; misrepresentation; fraudulent invoicing; failure to maintain a valid W-9; or denial of access by any Premises operator.
4. Effect. Upon termination, all licenses to the Contractor Portal terminate; you shall return all DAB-Issued Items and DAB Equipment in your possession; and DAB shall pay you for any Work Orders accepted, completed, and properly invoiced through the date of termination.
5. Survival. Sections 3 (Independent Contractor), 4 (Three-Zone Risk), 5 (Insurance), 6 (DAB Property), 9 (Federal Enclave), 10 (OPSEC), 11 (Inherent Risks), 12 (Confidentiality), 13 (Non-Solicitation), 14 (IP Assignment), 15 (Indemnification), 16 (Limitation of Liability), 17 (this Section), 18 (Arbitration), 19 (SCRA), 20 (Choice of Law), and 24–28 survive termination.

18. Dispute Resolution; Binding Arbitration; Class & Jury Waivers

1. Informal Resolution. Before initiating formal proceedings, the parties shall attempt to resolve the dispute by good-faith negotiation for at least thirty (30) days. Notice of dispute shall be sent under Section 24.
2. Binding Arbitration. Any dispute, controversy, or claim arising out of or relating to this Agreement, including its formation, performance, breach, termination, validity, or arbitrability, that is not resolved informally shall be resolved by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules (or, where AAA designates the matter as a consumer or employment matter, the corresponding AAA rules), seated in Jacksonville, North Carolina, before a single arbitrator selected in accordance with AAA procedures. The arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq.
3. Delegation. The arbitrator (and not any court) has exclusive authority to resolve any dispute regarding the formation, scope, applicability, enforceability, or interpretation of this Agreement, including any dispute regarding the arbitrability of any claim, except that a court may resolve any dispute regarding the enforceability of the class/collective/representative-action waiver in subsection (d).
4. Class, Collective, and Representative Waiver. The parties waive any right to assert claims on a class, collective, consolidated, mass, or representative basis. The arbitrator shall have no authority to hear or adjudicate class, collective, or representative claims, and any such claim shall proceed only on an individual basis.
5. One-Year Limitations Period. Any claim arising out of or relating to this Agreement must be commenced within one (1) year after the cause of action accrues, or shall be forever barred, except where a shorter or longer period is mandated by non-waivable law.
6. Jury-Trial Waiver. To the fullest extent permitted by law, the parties knowingly, voluntarily, and irrevocably waive any right to trial by jury for any claim arising out of or relating to this Agreement.
7. Carve-Outs. Notwithstanding the foregoing: (i) either party may bring an individual action in the small claims court of Onslow County, North Carolina, for any claim within that court's jurisdictional limits; (ii) DAB may seek injunctive, declaratory, or other equitable relief in any court of competent jurisdiction to protect Confidential Information, trade secrets, or intellectual property; and (iii) nothing in this Section 18 waives any non-waivable right under the Servicemembers Civil Relief Act, the Military Lending Act, or any other non-waivable federal or state law.
8. Costs and Fees. Each party shall bear its own attorneys' fees in arbitration; AAA fees shall be allocated as provided in the AAA rules. The arbitrator may award attorneys' fees to the prevailing party only if a fee-shifting statute, rule, or contractual provision applies and is enforceable.

19. SCRA Carve-Out for Active-Duty Servicemember Contractors

1. Any Contractor who is an active-duty servicemember (including Reserve and National Guard on federal orders) at execution, or who enters active duty during the term, is protected by the Servicemembers Civil Relief Act, 50 U.S.C. § 3901 et seq. ("SCRA"). No waiver, arbitration clause, or forum-selection provision herein waives any non-waivable SCRA right. Interest on any amount owed by such Contractor to DAB shall be capped at six percent (6%) per annum in accordance with 50 U.S.C. § 3937 where applicable.
2. A servicemember Contractor who believes a DAB action violates SCRA may submit notice to DAB at the address in Section 24; DAB shall suspend collection, arbitration, or enforcement pending good-faith review under SCRA, including 50 U.S.C. § 3931 (default judgments) and § 3932 (stays).
3. Engagement as a Contractor is open to active-duty servicemembers consistent with DoD Instruction 1344.07 (Personal Commercial Solicitation on DoD Installations), DoD 5500.07-R (Joint Ethics Regulation), and any branch-specific outside-employment approval requirements. You represent that you have obtained any required outside-employment approval applicable to your service status.

20. Governing Law; Venue; Nationwide Applicability

1. Choice of Law. This Agreement is governed by the laws of the State of North Carolina, without regard to conflict-of-laws principles, and, where applicable, federal law, except where a non-waivable provision of your state of residence or work performance applies, in which case such provision applies solely to that specific issue.
2. Venue. To the extent any dispute is not subject to arbitration under Section 18, exclusive venue shall be: (i) for claims of Ten Thousand Dollars ($10,000) or less, the Small Claims Division of the Onslow County District Court, North Carolina; and (ii) for all other claims, the Superior or District Courts of Onslow County, North Carolina, or the U.S. District Court for the Eastern District of North Carolina. The parties consent to personal jurisdiction in such courts and waive any objection based on inconvenient forum.
3. Nationwide Scope. This Agreement is intended to be enforceable in all fifty (50) U.S. states, the District of Columbia, and U.S. territories. If any provision requires modification to be enforceable in a particular jurisdiction, it shall be automatically modified to the minimum extent necessary, and the remainder of the Agreement shall remain in full force.

21. Privacy & Personal Data

1. Privacy Policy. Your use of the Contractor Portal is subject to DAB's Privacy Policy at www.dailyadventurebox.com/privacy-policy, which is incorporated herein by reference.
2. Data You Provide. You consent to DAB's collection, use, and processing of: name; address; email and phone; date of birth; SSN or EIN as required for tax reporting; driver's license and vehicle registration; insurance certificates; bank account or routing data for ACH; background-check results (where applicable); Work Order metadata, telemetry, and photographs; and Portal session data.
3. Processors. DAB uses Supabase (database and authentication), Stripe (payment processing), and GitHub Pages (hosting). Your data may be shared with these processors as necessary to provide the Contractor Portal.
4. State Privacy Rights. Where applicable under California Consumer Privacy Act ("CCPA") / California Privacy Rights Act ("CPRA"), Virginia CDPA, Colorado CPA, Connecticut CTDPA, Utah UCPA, or any other state consumer-privacy statute, you may exercise statutory access, deletion, correction, and opt-out rights by contacting support@dailyadventurebox.com. DAB does not "sell" personal information within the meaning of any such statute.
5. Breach Notification. DAB complies with the NC Identity Theft Protection Act, NCGS § 75-60 et seq., and other applicable state breach-notification laws. In the event of a security breach involving unencrypted personal information, DAB shall provide notice as required by law.

22. Compliance with Law

You agree to comply with all applicable federal, state, and local laws in connection with your activities, including without limitation: federal and state tax laws; FLSA and the NC Wage and Hour Act; FCRA; ADA; OSHA; FTC endorsement and advertising rules (16 CFR Part 255); CAN-SPAM and TCPA for any marketing communications you initiate; DMCA; export controls applicable to any electronic device or software in your custody; and the access-control requirements of any Premises (including DoD Instruction 1344.07 to the extent applicable to active-duty servicemember Contractors).

23. Force Majeure

Neither party shall be liable for delay or failure in performance (other than payment obligations already accrued) caused by events beyond its reasonable control, including acts of God, hurricanes, flooding, extreme weather, pandemic, war, terrorism, civil unrest, government order, labor dispute, infrastructure failure, cyber-attack, supply-chain disruption, or closure or restriction of any military installation or venue by order of its operator or commander.

24. Notices

All notices shall be in writing. Notices to DAB: Daily Adventure Box, Inc., 2884 North Carolina Highway 210, Smithfield, NC 27577, or support@dailyadventurebox.com. Notices to you: the email address and physical address on file in the Contractor Portal. Email notices are effective upon sending. Mailed notices are effective five (5) business days after mailing via USPS first-class mail, postage prepaid.

25. Severability; Reformation; Blue-Pencil

If any provision of this Agreement is held invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be reformed to the minimum extent necessary to render it enforceable, or if reformation is not possible, severed, and the remaining provisions shall continue in full force and effect. The parties expressly authorize the tribunal to "blue-pencil" any restrictive covenant, limitation of liability, waiver, or release to the maximum scope permissible under controlling law.

26. Entire Agreement & Integration

This Agreement, together with the Privacy Policy, the DAB Confidentiality Agreement (if separately executed), each Work Order accepted by you, and any insurance certificates and onboarding documents, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, negotiations, discussions, representations, and warranties, whether written or oral. No oral representations, promises, or inducements not contained herein shall be binding upon either party.

27. Assignment, Modification, Waiver

1. Assignment. You may not assign, transfer, or delegate any rights or obligations without DAB's prior written consent. DAB may assign this Agreement in connection with a merger, acquisition, reorganization, or sale of all or substantially all assets. Any purported assignment in violation of this Section is void.
2. Modification. DAB may modify this Agreement by posting revised terms in the Contractor Portal and updating the "Last Updated" date. Material changes require fourteen (14) days' advance notice through the Portal or by email. Continued acceptance of any Work Order after the effective date of modification constitutes acceptance of the revised Agreement. If you do not accept the revised Agreement, your sole remedy is termination under Section 17.
3. Waiver. No failure or delay by either party in exercising any right shall constitute a waiver. No waiver is effective unless in writing signed by the waiving party.

28. Electronic Signature & Consent

By typing your full legal name and checking the agreement checkbox in the Contractor Portal, you consent to electronic signatures pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act, 15 U.S.C. § 7001 et seq.) and the NC Uniform Electronic Transactions Act (NCGS § 66-311 et seq.). You agree that: (a) your typed name constitutes a legally binding signature with the same force and effect as a handwritten signature; (b) electronic records of this Agreement satisfy any requirement that this Agreement be in writing; and (c) you will not contest the validity of this Agreement solely on the basis that it was executed electronically.

Daily Adventure Box®, Inc.
2884 North Carolina Highway 210, Smithfield, NC 27577
support@dailyadventurebox.com • www.dailyadventurebox.com

Privacy Policy  •  General Terms  •  Federal Terms

Insured by Markel Insurance Company (CGL) & National Specialty Insurance Company (WC)
PATENT PENDING • © 2026 Daily Adventure Box®, Inc. All rights reserved. • DAB-CP-TOS-2026-01 • Version 1.0 • Effective April 24, 2026 • Last updated May 1, 2026