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NotaryOT Notary Provider Agreement

Effective Date
The date accepted electronically by the Notary
Last Updated
August 17, 2026

AGREEMENT Effective Date: The date accepted electronically by the Notary Last Updated: August 17, 2026

This Notary Provider Agreement (“Agreement”) is entered into between:

Atanium Corporation, a Wyoming corporation doing business as NotaryOT (“NotaryOT,” “Atanium,” “we,” “us,” or “our”),

and

the commissioned notary public accepting this Agreement (“Notary,” “you,” or “your”).

Atanium Corporation's mailing address is:

Atanium Corporation 1309 Coffeen Ave, STE 1200 Sheridan, Wyoming 82801 Email: legal@notaryot.com

This Agreement governs your participation as a notary service provider through the NotaryOT marketplace.

1. PURPOSE OF THIS AGREEMENT

NotaryOT operates a marketplace and coordination platform connecting people who need notarial services with commissioned notaries.

This Agreement governs your participation in that marketplace, including bookings or service opportunities presented to you through NotaryOT.

This Agreement:

  • does not create your notary commission;
  • does not transfer NotaryOT's responsibilities to you;
  • does not transfer your legal responsibilities as a Notary to NotaryOT;
  • does not authorize NotaryOT to control your independent notarial judgment; and
  • does not require you to perform a notarial act that you determine should lawfully be

refused.

If you separately purchase a paid NotaryOT membership, that membership is a separate product governed by the NotaryOT Terms of Service and the applicable membership terms.

Purchasing a NotaryOT membership is not required to receive marketplace opportunities unless a future program expressly states otherwise, and purchasing a membership does not guarantee bookings, leads, income, or any minimum amount of work.

2. CORE RESPONSIBILITY: NOTARYOT COORDINATES; YOU PERFORM

NotaryOT may:

  • operate the marketplace and public directory;
  • provide search, discovery, and profile pages;
  • coordinate booking and scheduling;
  • facilitate communications;
  • facilitate collection and remittance of payment;
  • provide customer and platform support;
  • provide general educational or operational information; and
  • ask consumers preliminary screening or eligibility questions before presenting an

opportunity to you.

You—not NotaryOT—are responsible for the actual notarial act.

You independently determine:

  • whether the requested notarial act can lawfully be performed;
  • whether you are commissioned and authorized to perform the requested act;
  • whether satisfactory evidence of identity has been presented;
  • whether applicable personal-appearance requirements have been satisfied;
  • whether the signer satisfies applicable awareness, willingness, competency, or similar

legal requirements;

  • whether a certificate presented to you may lawfully be completed;
  • whether the circumstances require refusal;
  • how the notarial certificate is completed;
  • whether and how a journal entry is made;
  • custody and use of your notary seal and journal; and
  • compliance with the notarial laws governing your commission.

Nothing in a NotaryOT booking description, screening response, customer statement, checklist, workflow, support communication, or platform status overrides your independent legal obligations as a commissioned Notary.

3. YOUR RIGHT AND DUTY TO REFUSE

You may and must refuse a requested notarial act whenever you determine that applicable law requires or permits refusal.

NotaryOT will not:

  • direct you to perform an act you have determined should be refused;
  • require you to disregard an identification, competency, willingness,

personal-appearance, certificate, document, journal, fee, or other legal requirement;

  • penalize you merely because you lawfully refused an act; or
  • count a documented lawful refusal as a failed completion for provider-performance

purposes.

A lawful refusal should be reported through the applicable NotaryOT workflow using the minimum information reasonably necessary to identify the operational reason.

You should not disclose unnecessary private details regarding the signer or document when reporting the refusal.

3.1 Travel Following a Lawful Refusal

If:

  1. you accepted the booking;
  2. you traveled to the agreed appointment location;
  3. you arrived as agreed; and
  4. the act cannot lawfully proceed because of a signer, identification, document,

personal-appearance, competency, willingness, or other condition that is not reasonably attributable to your own failure to meet the accepted booking,

you remain eligible for the applicable travel/mobile amount payable under the booking.

No statutory notarial-act fee is earned for an act that was not performed.

A refusal caused by your own ineligibility, failure to maintain required credentials, unreasonable failure to prepare for the accepted booking, or other material breach of this Agreement does not create a right to payment merely because you traveled.

Neither NotaryOT nor you may provide unauthorized legal advice through the Services.

Unless you are separately licensed and legally permitted to do so in a capacity clearly separate from your notarial role, you must not:

  • select a legal document for a signer;
  • draft a legal document;
  • advise a signer regarding the legal effect or sufficiency of a document;
  • select a notarial certificate where doing so would constitute the unauthorized practice of

law;

  • give immigration advice;
  • represent yourself as an attorney; or
  • otherwise engage in unauthorized practice of law.

NotaryOT's screening questions, booking workflows, checklists, educational materials, or customer-support communications are operational aids and do not instruct you how to exercise your independent notarial judgment.

5. INDEPENDENT BUSINESS RELATIONSHIP

The parties intend for you to participate as an independently operated notary service provider and not as an employee of Atanium.

However, the parties acknowledge that worker classification is determined by applicable law and the actual facts of the relationship, not merely by the label used in this Agreement.

Nothing in this Agreement waives any classification, wage, tax, employment, or other right that applicable law does not permit to be waived.

Subject to an accepted booking and applicable law:

  • you decide whether to make yourself available on NotaryOT;
  • you may accept or decline individual opportunities;
  • you are not required to accept any minimum number or percentage of offers;
  • declining offers does not breach this Agreement;
  • you may provide notary services independently of NotaryOT;
  • you may work with other marketplaces, signing services, businesses, agencies, or

customers, including NotaryOT competitors;

  • NotaryOT does not require exclusivity;
  • NotaryOT does not set your general working hours;
  • you select the geographic areas in which you are willing to receive opportunities;
  • you provide your own transportation, seal, journal, supplies, equipment, communications

device, and other ordinary tools of your notary business;

  • you are responsible for your own business expenses;
  • you are responsible for applicable business licenses, registrations, taxes, and filings;
  • you may advertise and obtain customers independently from NotaryOT;
  • you may maintain your own independent notary business identity;
  • you may establish your own travel/mobile pricing or accept or reject offer-specific pricing

presented through the marketplace; and

  • you retain control over the professional manner in which you lawfully perform each

notarial act.

California's worker-classification framework is fact dependent, and California's official guidance expressly provides that simply labeling a person an independent contractor does not determine status. Employment Development Department

Nothing in this Agreement is intended to contract around a mandatory worker-classification rule.

6. ELIGIBILITY AND ONGOING REQUIREMENTS

To receive or perform dispatched work through NotaryOT, you must:

  1. hold a current and valid notary commission authorizing you to perform the applicable

service;

  1. perform the act only within a jurisdiction in which you are legally authorized to do so;
  2. maintain any bond required by applicable law;
  3. maintain the insurance required by Section 7;
  4. maintain any required business license or registration applicable to your independent

business;

  1. complete any lawfully administered background screening required for the applicable

NotaryOT provider program;

  1. provide accurate information concerning your commission and eligibility;
  1. keep marketplace profile information materially accurate;
  2. maintain accurate availability information if you elect to use availability features;

10.complete reasonable NotaryOT marketplace orientation concerning platform operation, consumer privacy, booking workflows, and marketplace policies; and 11.comply with applicable notarial and other law.

For California Notaries, California law currently requires a $15,000 official notary bond. California Notary Public Portal

You must promptly tell NotaryOT if:

  • your commission expires;
  • your commission is suspended, revoked, surrendered, or otherwise becomes inactive;
  • a required bond lapses;
  • required insurance lapses;
  • your legal authority to provide the applicable service changes; or
  • another event occurs that makes information you supplied regarding eligibility materially

inaccurate.

NotaryOT may compare commission information against government records.

If available government records reasonably indicate that your commission is inactive, expired, suspended, revoked, or otherwise ineligible, NotaryOT may pause new marketplace offers while the issue is investigated.

A government-data discrepancy does not authorize NotaryOT to alter the underlying government record.

7. INSURANCE

You must maintain notary errors and omissions insurance with limits of at least $25,000 per claim while accepting general NotaryOT marketplace bookings.

NotaryOT may require a higher minimum for a specifically identified booking category where the higher requirement is disclosed to you before you become eligible for or accept that category.

For example, NotaryOT may require $100,000 of E&O coverage for designated loan-signing or institutional programs if the applicable program or client requires that coverage.

You may decline to participate in any program requiring additional insurance.

NotaryOT's E&O requirement is a marketplace eligibility condition; it is separate from any statutory notary bond required by your commissioning jurisdiction.

You must provide reasonable evidence of required coverage upon request.

8. BOOKINGS AND DISPATCH

NotaryOT may present you with booking opportunities.

An opportunity may include information such as:

  • general location;
  • date and time;
  • expected document or service category;
  • expected number of signers;
  • anticipated notarial acts;
  • travel/mobile compensation;
  • statutory-fee information;
  • other provider compensation;
  • special booking conditions; and
  • information reasonably necessary to decide whether to accept.

You are free to accept or decline.

8.1 No Acceptance Requirement

You are not required to maintain a minimum acceptance rate.

Declined offers will not, by themselves:

  • constitute breach;
  • create a penalty;
  • reduce amounts already earned;
  • constitute a performance failure; or
  • justify deactivation.

NotaryOT may use aggregate acceptance information for marketplace planning, but acceptance rate will not be treated as evidence that you failed to properly perform an accepted booking.

8.2 Accepted Bookings

When you accept an opportunity, you agree to:

  • make reasonable efforts to arrive at the agreed location and time;
  • notify NotaryOT or the consumer promptly if a material delay or emergency occurs;
  • arrive reasonably prepared for the booking information provided;
  • independently evaluate whether the requested act can lawfully be performed;
  • perform the act properly or record a lawful refusal;
  • treat the consumer professionally;
  • protect consumer information; and
  • report the operational outcome through the platform promptly.

Acceptance creates a commitment to the accepted appointment, subject always to your independent legal duties as a Notary.

9. FEES, PLATFORM COMMISSION, AND REMITTANCE

The parties agree that the economic components of a consumer booking are intentionally separated.

9.1 Statutory Notarial-Act Compensation

The amount shown to the consumer as the notarial-act fee is compensation attributable to the notarial act performed by you and remains subject to all applicable statutory fee limits.

NotaryOT does not increase the amount a consumer is charged for a statutory notarial act and does not characterize any part of that consumer statutory charge as a NotaryOT consumer service fee.

If NotaryOT facilitates collection of the statutory notarial-act fee from the consumer, that amount is processed for settlement in connection with the notarial service you performed.

Separately, and as described in Section 9.4, you owe Atanium Corporation a provider-side marketplace commission calculated by reference to Provider Gross Compensation.

That marketplace commission is your contractual business expense as a participating provider.

The marketplace commission:

  • is not an additional charge imposed on the consumer for the notarial act;
  • does not increase the amount charged to the consumer for the notarial act;
  • does not authorize you or NotaryOT to charge more than applicable law permits; and
  • is separately reflected in your provider-facing booking economics and settlement information.

9.2 Travel/Mobile Fee

The travel/mobile fee compensates you for agreed mobile-service and travel activity.

Your applicable travel rate may be:

  • established by you through provider settings;
  • selected from pricing options you elect to offer; or
  • presented as part of a booking opportunity that you are free to accept or reject.

Travel/mobile pricing must be disclosed to the consumer in advance where required.

9.3 NotaryOT Consumer Service Fee

The NotaryOT service fee is charged by NotaryOT for marketplace, coordination, booking, platform, and related services.

It is separate from your statutory notarial-act fee and your travel/mobile compensation.

9.4 NotaryOT Marketplace Commission

«AMENDED per counsel Doc 1 §15, Aug 17 2026 — replaces the travel-only commission»

For an eligible booking accepted through NotaryOT, you agree to pay Atanium Corporation a marketplace commission equal to 20% of Provider Gross Compensation actually earned and collected for that booking.

"Provider Gross Compensation" means compensation attributable to notarial acts performed by you, travel/mobile compensation earned by you, and other provider-service compensation expressly identified as payable to you for the booking.

The marketplace commission applies regardless of whether an eligible service is performed at the consumer's location, at your own location, or remotely or online where the applicable notarial act is legally authorized.

The marketplace commission is a provider-side fee you pay to Atanium for marketplace, matching, coordination, payment, technology, support, and related platform services. It is not an additional notarial fee charged to the consumer and does not authorize the consumer to be charged more for a notarial act than applicable law permits.

The applicable marketplace commission and estimated provider payout will be disclosed to you before you accept the booking and will be separately reflected in your provider settlement information.

The marketplace commission does not apply to gratuities, required pass-through amounts, actual expense reimbursements, amounts that are refunded or not earned, or a booking excluded under applicable law.

9.5 Settlement-Service Bookings

«ADDED per counsel Doc 1 §15»

Notwithstanding Section 9.4, the percentage marketplace commission will not be charged on a booking that NotaryOT classifies as a potentially covered settlement-service transaction involving a federally related mortgage loan.

This may include mortgage loan signings, purchase-money mortgage closings, refinances, HELOC transactions, escrow or title closings, deed-of-trust loan closings, and other transactions classified by NotaryOT as potentially subject to applicable RESPA restrictions.

Nothing in this Section prevents Atanium from charging another lawful fee that is separately approved and is not conditioned upon prohibited referral activity.

10. PAYMENT TO YOU

Subject to successful consumer payment, fraud review, and any legitimate dispute concerning the booking, NotaryOT will initiate payment of amounts properly owed to you within seven business days after completion of the booking.

The time required for a bank, card network, payment processor, or payout provider to complete settlement after NotaryOT initiates payment is outside NotaryOT's direct control.

Your provider statement should identify, where applicable:

  • statutory notarial-act fee;
  • travel/mobile fee;
  • marketplace commission;
  • adjustment;
  • refund;
  • cancellation/no-show amount;
  • amount remitted; and
  • booking identifier.

10.0 Payout Schedule

NotaryOT may remit amounts owed to you according to a regular published payout schedule.

Subject to successful payment settlement and except where a lawful hold, dispute, chargeback, fraud review, processor reserve, compliance requirement, or other legitimate exception applies, NotaryOT will not intentionally schedule a properly earned provider amount for remittance later than seven business days after the later of:

  1. completion of the applicable booking; and
  2. successful settlement of the corresponding consumer payment.

Actual arrival of funds in your bank account may occur later because of processing times imposed by the payment processor, financial institution, banking network, weekends, holidays, or other circumstances outside NotaryOT's control.

NotaryOT may batch multiple eligible booking amounts into a single payout.

10.0A Tax Information and Reporting

NotaryOT or its payment provider may collect tax information and issue or cause to be issued applicable tax forms as required by law.

10.1 Consumer Cancellation or No-Show

Where a consumer cancellation or no-show charge includes a travel/mobile component attributable to your reserved appointment capacity, mobilization, or travel, the provider portion described in the applicable booking terms is payable to you after collection and subject to the applicable marketplace commission.

For clarity, a travel/mobile component collected under a cancellation or no-show charge is treated as travel/mobile compensation earned by you for that booking and is included in Provider Gross Compensation to the extent actually collected.

Any NotaryOT consumer service-fee component of that cancellation charge is retained by NotaryOT and is not part of Provider Gross Compensation.

Example

A booking has:

  • scheduled travel/mobile fee: $50
  • NotaryOT consumer service fee: $5

The consumer cancels inside the applicable late-cancellation window.

The applicable consumer charge is:

  • 50% of travel/mobile: $25
  • NotaryOT service fee: $5

Total charged to consumer: $30

Your Provider Gross Compensation: $25

Marketplace commission: 20% × $25 = $5

Your provider payout: $20

NotaryOT separately retains its applicable $5 consumer service fee.

10.2 Notary No-Show

If you fail to appear for an accepted booking without a reasonable emergency or other excused circumstance:

  • no statutory notarial-act fee is earned;
  • no travel/mobile fee is owed merely because the booking existed; and
  • NotaryOT may provide the consumer a refund or service-recovery credit at NotaryOT's

own cost.

10.3 Chargebacks and Payment Disputes

NotaryOT bears ordinary payment-processing and consumer chargeback risk except to the extent a chargeback or loss results from:

  • your fraud;
  • material misrepresentation;
  • duplicate or unauthorized charging caused by you;
  • a service falsely reported as completed;
  • your material breach of this Agreement; or
  • other conduct for which you are legally responsible.

NotaryOT will not automatically claw back a properly earned statutory or travel amount merely because a consumer disputes a payment without a good-faith basis to attribute the loss to you.

11. DIRECT RELATIONSHIPS WITH CONSUMERS

NotaryOT does not impose a general post-booking non-circumvention fee or prohibition.

If a consumer voluntarily contacts and hires you after a completed NotaryOT booking, this Agreement does not require the future engagement to occur through NotaryOT.

However, you may not use confidential consumer information obtained solely through NotaryOT to:

  • send unsolicited marketing;
  • add the consumer to a marketing list;
  • sell or disclose the information; or
  • solicit off-platform business without the consumer's separate consent.

You also may not divert an active accepted NotaryOT booking off-platform for the purpose of avoiding an agreed marketplace charge.

This Section does not restrict a consumer from independently choosing whom to hire in the future.

12. CONSUMER INFORMATION AND CONFIDENTIALITY

Consumer information received through NotaryOT is confidential.

This may include:

  • names;
  • telephone numbers;
  • email addresses;
  • addresses;
  • appointment information;
  • document categories;
  • booking notes;
  • information learned during the appointment; and
  • other nonpublic information associated with the consumer or signer.

You must:

  • use consumer information only for legitimate purposes associated with the accepted

booking;

  • protect it with reasonable safeguards;
  • not sell or rent it;
  • not disclose it except as reasonably required to perform the booking or comply with law;
  • not use it for unrelated marketing without separate consumer consent;
  • limit access to persons with a legitimate need to know; and
  • notify NotaryOT promptly if NotaryOT-provided consumer information is lost,

compromised, accessed without authorization, or disclosed improperly.

This Section survives termination.

13. YOUR NOTARY JOURNAL, SEAL, AND OFFICIAL RECORDS

Your notary journal, seal, and official notarial records remain under your control to the extent required by the law of your commissioning jurisdiction.

NotaryOT:

  • does not own your notary journal;
  • does not control its contents;
  • does not direct you to omit an entry required by law;
  • does not direct you to make an entry prohibited by law;
  • does not take custody of your seal merely because you use the marketplace; and
  • will not direct you to alter an official journal entry.

NotaryOT may ask you to confirm whether an applicable journal entry or required record was made, but you should not transmit journal contents to NotaryOT unless there is a legitimate legal or operational reason and the disclosure is permitted by applicable law.

For California Notaries, the Secretary of State emphasizes direct and exclusive control of the seal and the Notary's independent official duties. California Notary Public Portal

14. PERFORMANCE, QUALITY, AND MARKETPLACE ACCESS

NotaryOT may evaluate provider performance relating to accepted bookings, including:

  • punctuality;
  • communication after acceptance;
  • completion or properly documented lawful refusal;
  • consumer complaints;
  • privacy or safety incidents;
  • inaccurate completion reporting;
  • fraud;
  • professionalism; and
  • compliance with marketplace policies.

NotaryOT may display your own provider performance information to you.

14.1 Matters That Are Not Performance Failures

The following will not, by themselves, count as provider misconduct or grounds for deactivation:

  • declining a booking you have not accepted;
  • being unavailable;
  • choosing not to work during a particular period;
  • working for another business or marketplace;
  • setting an independent service area;
  • setting or rejecting a travel/mobile rate; or
  • lawfully refusing a notarial act.

14.2 Deactivation

NotaryOT may suspend or terminate marketplace access for reasons including:

  • loss of commission eligibility;
  • lapse of required insurance or bond;
  • material breach of this Agreement;
  • fraud;
  • material misrepresentation;
  • misuse of consumer data;
  • threats or unsafe conduct;
  • repeated failure to attend accepted bookings;
  • knowingly false completion reporting;
  • unlawful notarial conduct;
  • serious or repeated consumer-protection violations; or
  • sustained material performance failures concerning accepted bookings.

Except where immediate action is reasonably necessary to protect consumers, protect data, address fraud, comply with law, or respond to loss of eligibility, NotaryOT will provide notice of the material issue and a reasonable opportunity to respond before permanent deactivation.

15. YOUR PROFILE AND CONTENT

You retain whatever ownership rights you lawfully have in content you submit to your claimed profile.

You grant Atanium Corporation a nonexclusive, worldwide, royalty-free license to host, reproduce, format, display, and distribute that content as reasonably necessary to:

  • operate your profile;
  • promote your profile through NotaryOT;
  • operate the marketplace;
  • provide search and directory features; and
  • allow NotaryOT's service providers to support those purposes.

You are responsible for:

  • the accuracy of profile information you submit;
  • keeping materially important information current; and
  • having the legal right to publish photographs, logos, text, and other content you provide.

15.1 Government-Source Commission Record

Your government-source commission record is separate from claimed-profile content.

NotaryOT may display commission information obtained from government public records whether or not you claim a profile.

A profile change does not silently alter the underlying government-source record.

Correction, suppression, and removal requests concerning government-source information are handled according to NotaryOT's directory practices and Privacy Policy.

16. ADVERTISING AND NOTARY COMPLIANCE

You must comply with the advertising and professional-conduct requirements applicable to your commission.

You must not:

  • falsely claim credentials;
  • falsely represent government endorsement;
  • represent NotaryOT as a government agency;
  • make misleading claims regarding your commission;
  • advertise a fee in a way that violates applicable statutory limits;
  • represent yourself as an attorney when you are not one; or
  • provide unauthorized legal or immigration advice.

16.1 California Non-English Advertising

If you are a California Notary who is not an attorney and your notarial services are advertised in a language other than English, applicable California law requires the prescribed notice in English and the other language, including the statement that the Notary is not an attorney and cannot provide legal advice about immigration or other legal matters, together with the statutory notary fees. California also prohibits literal Spanish translations including “notario publico” and “notario.” Justia Law

Accordingly, a California Notary using NotaryOT must not use:

notario

or

notario publico

to describe the California notarial role.

Where NotaryOT displays applicable required notices in connection with your non-English profile or advertising, you authorize NotaryOT to include those notices.

You remain independently responsible for the accuracy and legality of advertising content you submit.

17. FEES CHARGED FOR NOTARIAL ACTS

You may not charge more than the maximum amount permitted by the law governing the applicable notarial act.

Where travel/mobile or other non-notarial service charges are permitted, they must be separately and accurately disclosed where required.

NotaryOT's booking architecture is designed to distinguish:

  • statutory notarial-act fees;
  • travel/mobile compensation; and
  • NotaryOT platform charges.

You agree not to intentionally mischaracterize one category as another.

18. INSURANCE CLAIMS AND COOPERATION

If a claim, threatened claim, investigation, or material complaint concerns a booking you performed through NotaryOT, each party will reasonably cooperate with the other in investigating and responding to the matter, subject to:

  • applicable law;
  • confidentiality;
  • privilege;
  • privacy obligations; and
  • each party's independent legal interests.

Nothing requires either party to admit liability or waive attorney-client privilege, work-product protection, or another legal protection.

You must promptly notify your applicable insurer when required by your insurance policy.

19. MUTUAL INDEMNIFICATION

19.1 Your Indemnity to Atanium

To the extent permitted by applicable law, you will defend, indemnify, and hold harmless Atanium Corporation and its officers, directors, employees, and agents from third-party claims, damages, judgments, liabilities, and reasonable defense costs to the extent arising from:

  • your negligent or wrongful performance of a notarial act;
  • your failure to perform a legally required notarial duty;
  • fraud or intentional misconduct by you;
  • your violation of applicable notary law;
  • your material breach of this Agreement;
  • your misuse or unauthorized disclosure of consumer information;
  • content you submit without sufficient rights; or
  • material misrepresentation concerning your commission or eligibility.

Your indemnity does not apply to the extent the claim was caused by Atanium's own negligent, wrongful, or unlawful conduct.

19.2 Atanium's Indemnity to You

To the extent permitted by applicable law, Atanium will defend, indemnify, and hold you harmless from third-party claims, damages, judgments, liabilities, and reasonable defense costs to the extent arising from:

  • Atanium's negligent or wrongful operation of the NotaryOT platform;
  • Atanium's unauthorized disclosure of consumer information for which Atanium was

responsible;

  • Atanium's material breach of this Agreement;
  • Atanium's infringement resulting from platform content supplied by Atanium; or
  • fraud or intentional misconduct by Atanium.

Atanium's indemnity does not apply to the extent the claim was caused by your own negligent, wrongful, or unlawful conduct.

19.3 Procedure

A party requesting indemnification must:

  • give reasonably prompt notice of the claim;
  • provide reasonable cooperation; and
  • allow the indemnifying party reasonable control of the defense and settlement.

No settlement may impose an admission, payment obligation, continuing duty, or material nonmonetary restriction on the indemnified party without that party's consent, not to be unreasonably withheld.

20. LIMITATION OF LIABILITY

To the fullest extent permitted by applicable law, neither party will be liable to the other under this Agreement for:

  • indirect;
  • incidental;
  • special;
  • exemplary;
  • punitive; or
  • consequential damages,

or for lost profits or lost business opportunities that are not direct amounts otherwise payable under this Agreement.

For ordinary contract claims not otherwise excluded below, each party's aggregate liability to the other arising under this Agreement during any 12-month period will not exceed the greater of:

(a) $1,000; or

(b) the total NotaryOT marketplace commissions retained from that Notary's bookings during the 12 months immediately preceding the event giving rise to the claim.

The foregoing cap does not limit:

  • amounts properly owed to you for completed services;
  • amounts properly owed to Atanium under an accepted booking;
  • either party's indemnification obligations under Section 19;
  • breach of confidentiality or misuse of consumer information;
  • fraud;
  • intentional misconduct;
  • gross negligence;
  • liability arising from a notarial act for which applicable law imposes responsibility on you;
  • infringement or misuse of intellectual property; or
  • any liability or remedy that applicable law does not permit to be waived or limited.

21. TERM AND TERMINATION

This Agreement begins when you electronically accept it and continues until terminated.

21.1 Ordinary Termination

Either party may terminate this Agreement for any reason on seven days' written notice.

You are not required to continue accepting new booking opportunities during the notice period.

21.2 Immediate Suspension or Termination

NotaryOT may immediately suspend marketplace access where reasonably necessary because of:

  • expired, suspended, revoked, or otherwise invalid commission status;
  • loss of a required bond or insurance;
  • fraud;
  • material safety issue;
  • unauthorized disclosure of consumer data;
  • unlawful notarial conduct;
  • serious threat to a customer;
  • valid government order; or
  • another circumstance where continued dispatch would create a material legal,

consumer, fraud, or security risk.

21.3 Existing Accepted Bookings

Upon termination, the parties will cooperate in good faith regarding any previously accepted booking.

Depending on the circumstances, NotaryOT may ask you to:

  • complete an accepted booking if lawful and reasonable; or
  • release the booking promptly so another Notary can be assigned.

You will not be required to perform a notarial act that you believe should lawfully be refused.

21.4 Amounts Owed

Termination does not eliminate payment obligations arising from properly completed services before termination.

21.5 Survival

Sections concerning:

  • consumer confidentiality;
  • notary records;
  • payment obligations;
  • intellectual property;
  • indemnification;
  • limitation of liability;
  • disputes; and
  • provisions that by their nature should survive

remain effective after termination.

22. CHANGES TO THIS AGREEMENT

NotaryOT may update this Agreement by providing at least 30 days' advance notice of a material change.

However, a change that materially changes:

  • the marketplace commission rate;
  • the basis on which the commission is calculated;
  • payment timing;
  • your indemnification obligations;
  • mandatory insurance minimums; or
  • the dispute-resolution mechanism

will not become binding on you merely because NotaryOT posted new terms.

For such a change, NotaryOT will request affirmative acceptance.

If you do not accept, you may stop accepting new bookings and either party may terminate the relationship under Section 21.

A new economic term will not retroactively alter the economics of a booking you already accepted.

NotaryOT may make nonmaterial administrative, legal-compliance, or clarification changes without affirmative reacceptance where applicable law permits, provided the change does not materially reduce an accrued economic right.

23. GOVERNING LAW AND DISPUTES

This Agreement is governed by the laws of the State of Wyoming, without regard to conflict-of-laws principles, except that this choice does not displace:

  • the notarial law governing an act;
  • worker-classification law;
  • wage or employment law;
  • tax law;
  • consumer-protection law;
  • privacy law; or
  • another mandatory law

that applies and cannot lawfully be waived.

The law governing the performance of a notarial act remains the law applicable to your commission and the circumstances of that act.

23.1 No Mandatory Arbitration

This Agreement does not require mandatory arbitration.

Any dispute may be brought in a court of competent jurisdiction.

Atanium Corporation consents to personal jurisdiction in:

  • the state courts having jurisdiction over Sheridan County, Wyoming; and
  • the United States District Court for the District of Wyoming,

where those courts otherwise possess subject-matter jurisdiction.

Nothing in this Agreement deprives either party of:

  • a small-claims remedy;
  • an administrative remedy;
  • a worker-classification or wage forum;
  • a government complaint process;
  • a venue that applicable law makes nonwaivable; or
  • another legal right that cannot lawfully be waived.

Before commencing ordinary contract litigation, the parties are encouraged to attempt in good faith to resolve the dispute by written notice describing the issue and requested resolution.

24. TAXES AND BUSINESS RESPONSIBILITIES

Except where applicable law requires otherwise, you are responsible for:

  • your own business expenses;
  • federal, state, and local tax obligations;
  • business licenses;
  • business registrations;
  • insurance;
  • transportation;
  • notary supplies;
  • equipment; and
  • other costs of operating your independent notary business.

NotaryOT may request a properly completed tax form or other information reasonably necessary to satisfy applicable tax-reporting obligations.

Nothing in this Section controls worker classification where applicable law provides otherwise.

25. ASSIGNMENT

You may not assign this Agreement or transfer marketplace credentials to another person without Atanium's written consent.

This does not prevent you from operating through a lawful business entity where permitted by NotaryOT's provider program and applicable law.

Atanium may assign this Agreement in connection with:

  • a merger;
  • acquisition;
  • financing;
  • corporate reorganization;
  • sale of substantially all relevant assets; or
  • similar transaction.

An assignment does not eliminate amounts already owed to you.

26. NOTICES

Operational marketplace notices may be provided through:

  • the NotaryOT platform;
  • email;
  • text message where authorized; or
  • another communication method associated with your provider account.

Legal notices to Atanium may be sent to:

Atanium Corporation 1309 Coffeen Ave, STE 1200 Sheridan, Wyoming 82801 legal@notaryot.com

You are responsible for keeping your provider contact information current.

27. ENTIRE AGREEMENT AND ORDER OF TERMS

This Agreement, together with:

  • provider-program terms expressly incorporated into it;
  • booking-specific economics accepted by you;
  • the NotaryOT Privacy Policy;
  • applicable marketplace policies expressly incorporated here; and
  • where relevant, the NotaryOT Terms of Service,

constitutes the agreement governing your participation as a NotaryOT marketplace provider.

If a booking-specific offer expressly identifies compensation or conditions that differ from a general provision concerning that particular booking, the accepted booking-specific term controls for that booking.

No marketplace policy may override your independent obligations under applicable notary law.

28. SEVERABILITY

If a provision of this Agreement is found unenforceable, the provision will be enforced to the maximum extent legally permitted and the remaining provisions will remain in effect.

29. NO WAIVER

A party's failure to enforce a provision on one occasion does not waive the right to enforce that provision later.

30. ELECTRONIC ACCEPTANCE

You may accept this Agreement electronically.

By clicking or otherwise affirmatively accepting, you confirm that:

  • you have read this Agreement;
  • you understand the economic terms governing marketplace bookings;
  • you understand that you retain independent responsibility for every notarial act you

perform;

  • you will not rely on NotaryOT to determine whether a notarial act may lawfully be

performed;

  • the commission information you supplied is accurate to the best of your knowledge; and
  • you agree to the terms of this Agreement.

NotaryOT may retain an electronic record of:

  • the Agreement version;
  • acceptance timestamp;
  • provider account identifier; and
  • other information reasonably necessary to document acceptance.

31. PROVIDER ACCEPTANCE SUMMARY

Immediately before acceptance, NotaryOT may display the following summary or its substantial equivalent:

Before You Accept

NotaryOT coordinates. You perform.

You independently determine whether every notarial act may lawfully be performed.

You choose whether to accept bookings. There is no minimum acceptance rate and no exclusivity requirement.

You earn the applicable notarial-act compensation and agreed travel/mobile or other eligible provider compensation for work you perform.

For an eligible booking, NotaryOT charges you a marketplace commission equal to 20% of Provider Gross Compensation, as defined in this Agreement.

Before you accept a booking, you will be shown:

  • the applicable provider compensation;
  • the marketplace commission;
  • and your estimated payout.

You may always decline an offered booking.

No percentage marketplace commission is charged on a booking classified by NotaryOT as a potentially covered mortgage or other federally related settlement-service transaction under Section 9.5.

A lawful refusal to perform a notarial act is not a performance failure.

The complete Notary Provider Agreement controls.

This summary is provided for convenience.

The full Agreement controls.

32. CONTACT

Questions regarding provider participation may be directed to:

Atanium Corporation NotaryOT 1309 Coffeen Ave, STE 1200 Sheridan, Wyoming 82801 legal@notaryot.com

END OF NOTARY PROVIDER AGREEMENT