This Broker Partnership Agreement (“Agreement”) is made and entered into as of the ___ day of _______, 20 (“Effective Date”), by and between:

• InsureNomics, LLC (“Company”), a Florida limited liability company with a principal place of business at 8374 Market Street, Bradenton, FL 34202, and
• [Mortgage Broker Name / Company Name] (“Broker”), a [State] [corporation/LLC/other entity] with a principal place of business at [Address].

The Company and the Broker may be referred to collectively as the “Parties” and individually as a “Party.”

1. Purpose

1.1 Engagement. The Company offers a unique financial program called SecureNest™, providing non-traditional lending solutions to homeowners, particularly seniors. The Broker seeks to partner with the Company to refer and/or facilitate mortgage loans and other related financial services for eligible clients.

1.2 Scope of Services. Under this Agreement, the Broker shall use its expertise and resources to identify prospective clients (“Clients”) and refer them to the Company’s SecureNest™ program. The Company shall evaluate and, if approved, provide financial solutions under its SecureNest™ offerings or other applicable programs.

2. Responsibilities of the Parties

2.1 Broker Responsibilities

• Client Referrals: Broker will identify potential Clients who could benefit from the SecureNest™ program and facilitate introductions to the Company.
• Marketing & Promotion: Broker may market the SecureNest™ program in compliance with this Agreement and all applicable laws and regulations.
• Compliance: Broker shall hold all necessary licenses and permits required to operate in the jurisdictions it serves and comply with all relevant federal, state, and local regulations.

2.2 Company Responsibilities

• Program Administration: The Company shall manage all aspects of the SecureNest™ program, including underwriting, loan servicing, and compliance.
• Client Evaluation: The Company will evaluate referred Clients under its internal underwriting guidelines to determine eligibility.
• Communication & Updates: The Company shall keep the Broker reasonably informed about the status of referred Clients and any resulting transactions.

3. Compensation & Fees

3.1 Referral Fees. Subject to applicable laws and regulations, the Company agrees to pay Broker a referral fee (“Referral Fee”) for each qualifying Client who enters into a funded SecureNest™ transaction. The Referral Fee amount or percentage shall be outlined in Schedule A attached to this Agreement.

3.2 Payment Terms. The Referral Fee shall be due and payable [within X days] after the closing/funding of a SecureNest™ transaction. The Company shall provide a statement detailing the transaction and corresponding fee.

3.3 Compliance with RESPA and Other Regulations. The Parties acknowledge that all compensation must comply with the Real Estate Settlement Procedures Act (RESPA) and any other applicable regulations. Neither Party shall engage in any unlawful fee-splitting or kickback arrangements.

4. Non-Compete & Non-Solicitation

4.1 Non-Compete. During the term of this Agreement and for a period of [X months/years] after its termination (“Restricted Period”), the Broker shall not directly or indirectly develop, market, or sell a program that competes with SecureNest™ in the [defined territory or nationwide], without the prior written consent of the Company. This restriction applies to mortgage lending programs substantially similar to SecureNest™ where the Broker is a principal, partner, employee, or consultant in any entity providing said competing services.

4.2 Non-Solicitation of Customers. During the Restricted Period, the Broker shall not, directly or indirectly, solicit or induce any Client or prospective Client of the Company with whom the Broker had material contact through the SecureNest™ program to terminate or reduce their relationship with the Company or otherwise contract for competing services.

4.3 Reasonableness. The Parties acknowledge that the restrictions in this Section 4 are reasonable in scope, duration, and geographic area, given the nature of the SecureNest™ program and the consideration provided. If a court of competent jurisdiction deems any portion of this section unenforceable, it is the Parties’ intention that the court modify the restriction to allow enforcement to the maximum extent permissible by law.

5. Confidentiality

5.1 Definition of Confidential Information. “Confidential Information” includes all non-public business, technical, financial, and proprietary information disclosed by the Company or Broker under this Agreement, including Client lists, program details, marketing strategies, and other sensitive data.

5.2 Obligations. Each Party shall:

• Use Confidential Information only for the purposes of performing obligations under this Agreement.
• Maintain and protect Confidential Information using at least the same level of care as it uses to protect its own confidential data, but in no event less than a reasonable standard of care.
• Not disclose any Confidential Information to any third party without the prior written consent of the disclosing Party, except as required by law or for necessary performance under this Agreement.

5.3 Exceptions. Confidential Information does not include information that (a) is publicly available or later becomes publicly available without breach of this Agreement, (b) was known to the receiving Party before disclosure, (c) is independently developed without reference to the disclosing Party’s Confidential Information, or (d) is obtained from a third party legally entitled to disclose it.

6. Term & Termination

6.1 Term. This Agreement shall commence on the Effective Date and continue for a period of [one (1) year], renewing automatically for successive one-year terms unless either Party gives thirty (30) days’ written notice of non-renewal.

6.2 Termination. Either Party may terminate this Agreement:

• For Convenience: By providing thirty (30) days’ written notice to the other Party.
• For Cause: Immediately, if the other Party materially breaches this Agreement and fails to cure such breach within ten (10) business days after receiving written notice.

6.3 Effect of Termination. Upon termination:

• Any Referral Fees owed to the Broker for transactions completed prior to termination remain payable in accordance with Section 3.
• All rights and obligations under Sections 4 (Non-Compete & Non-Solicitation), 5 (Confidentiality), and 7 (General Provisions) survive the termination of this Agreement.

7. General Provisions

7.1 Independent Contractors. The Parties are independent contractors. Nothing in this Agreement shall be construed to create a joint venture, partnership, or agency relationship.

7.2 Representations and Warranties. Each Party represents and warrants that it has the authority to enter into this Agreement and is not subject to any third-party obligations that would conflict with its performance.

7.3 Limitation of Liability. Except for breaches of confidentiality or non-compete obligations, neither Party shall be liable for special, consequential, incidental, indirect, or punitive damages, even if advised of the possibility of such damages.

7.4 Governing Law & Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to conflict-of-law principles. Any disputes shall be resolved in a court of competent jurisdiction located in Manatee County, Florida, and the Parties consent to personal jurisdiction and venue therein.

7.5 Notices. Any notices required under this Agreement shall be in writing and delivered by certified mail, overnight courier, or email with confirmed receipt to the addresses set forth in the signature block (or as otherwise provided in writing).

7.6 Assignment. Neither Party may assign or transfer this Agreement without the prior written consent of the other Party, which shall not be unreasonably withheld.

7.7 Entire Agreement; Amendments. This Agreement constitutes the entire agreement between the Parties regarding its subject matter and supersedes any prior agreements or understandings. It may only be amended in writing signed by both Parties.

7.8 Severability. If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force and effect.

7.9 Waiver. Failure to enforce any provision of this Agreement shall not constitute a waiver of any future enforcement of that provision or any other provision.

IN WITNESS WHEREOF, the Parties have executed this Broker Partnership Agreement as of the Effective Date.

InsureNomics, LLC
8374 Market Street
Bradenton, FL 34202

Signature: __________________________
Name: __________________________
Title: __________________________
Date: __________________________

[Mortgage Broker Name / Company Name]
[Address]

Signature: __________________________
Name: __________________________
Title: __________________________
Date: __________________________