Residency Agreement

FOUNDING RESIDENT TERMS

This Studio Residency Agreement (the “Agreement”) is between Breathing Stardust LLC, a Florida limited liability company (“Studio”), and the individual or entity identified during enrollment (“Resident”). This Agreement becomes effective when Resident electronically accepts it and completes enrollment through the Studio’s approved checkout (“Effective Date”).

IMPORTANT: THE RESIDENCY BEGINS WITH A SIX-MONTH INITIAL COMMITMENT AND THEN AUTOMATICALLY CONTINUES MONTH TO MONTH UNTIL CANCELED IN ACCORDANCE WITH SECTION 3.

SELECTED PLAN

The plan purchased through the Studio’s approved checkout is the “Selected Plan.” The checkout confirmation and payment record identify the Selected Plan, monthly fee, Resident name, email address, Effective Date, and billing date.

Founding rate protection. The monthly fee for the Selected Plan remains at its founding rate while Resident remains continuously enrolled and in good standing. If the Residency ends and Resident later returns, the then-current price will apply. A change between plans requires Studio approval and may be subject to availability.

1. RESIDENCY AND PURPOSE

The Studio grants Resident a limited, revocable, nonexclusive license to reserve and use approved areas of the Breathing Stardust studio at 1705 20th Street, Vero Beach, Florida, for professional photography, content production, meetings, interviews, client sessions, private practices, and other activities approved by the Studio. The Residency is a commercial studio-use arrangement. It does not grant exclusive possession of the studio or any designated room and is not a residential arrangement, lease, or tenancy.

If Resident is a business entity, the individual identified during application or enrollment is the “Designated User.” The Selected Plan, included time, and banked hours attach to the Designated User. Resident may substitute a different Designated User once during the Initial Term with prior written notice and Studio approval. Only the Designated User may exercise the Residency, and the Designated User must be present for every reservation.

2. INITIAL TERM

The initial term is six consecutive months beginning on the Effective Date (“Initial Term”). Resident may not cancel during the Initial Term except as expressly permitted by this Agreement or required by applicable law. The monthly fee remains due throughout the Initial Term even if Resident does not use all available studio time.

3. AUTOMATIC CONTINUATION AND CANCELLATION

AUTOMATIC CONTINUATION: AFTER THE SIX-MONTH INITIAL TERM, THE RESIDENCY AUTOMATICALLY CONTINUES MONTH TO MONTH AT THE PROTECTED FOUNDING RATE UNTIL EITHER PARTY CANCELS.

After the Initial Term, Resident may cancel by giving at least 30 days’ written notice by email to brenda@breathingstardust.com. The Studio may cancel after the Initial Term on the same notice. Cancellation becomes effective at the end of the applicable notice period. Resident remains responsible for charges due before the effective cancellation date. The Studio will acknowledge cancellation notices by email and provide the effective end date.

4. FEES, TAXES, AND RECURRING PAYMENT AUTHORIZATION

Resident authorizes the Studio and its payment processor to charge the payment method provided at enrollment for the Selected Plan’s monthly fee, applicable taxes, approved additional studio time, and other authorized charges under this Agreement. The first monthly payment is charged at enrollment, and subsequent payments are charged automatically on the corresponding day of each following month. If a month lacks that calendar day, the charge may occur on the last day of that month.

Additional studio time is subject to availability and billed separately at the rate for the Selected Plan, plus any legally applicable taxes. Fees are nonrefundable except where required by law or expressly stated in this Agreement. Failed or disputed payments may result in suspension of booking privileges. Resident must maintain a valid payment method and promptly update billing information.

5. INCLUDED MONTHLY STUDIO TIME

Each billing month includes the amount of private studio time stated for the Selected Plan. The reserved period includes arrival, setup, shooting or meeting time, cleanup, breakdown, and departure. Resident and all guests must fully vacate the Studio by the end of the reservation. Time beyond the confirmed reservation may be charged at the applicable additional-hour rate in whole or partial increments under the Studio’s then-current policy.

6. ROLLOVER OF UNUSED TIME

Unused included time carries forward subject to the Selected Plan’s banking limit: three hours for The Residency and six hours for The Studio Practice. Once Resident reaches the applicable limit, further unused time does not accumulate until the balance is drawn down. Banked time remains subject to availability, has no cash value, cannot be transferred or refunded, and is forfeited when the Residency is canceled or terminated.

7. BOOKING AND AVAILABILITY

All reservations require advance booking through the Studio’s designated booking system and are subject to availability and Studio confirmation. The Residency does not guarantee any particular date, time, set, room, furnishing, lighting condition, or uninterrupted access outside a confirmed reservation. Select high-demand dates, seasonal installations, and periods reserved for event use may be excluded from included time or require an additional fee or separate booking. The Studio may close or restrict areas for maintenance, private bookings, safety, or operational needs.

The Studio Practice does not include advance or priority access to the booking calendar. Its four monthly hours provide greater frequency and flexibility but remain subject to the same booking process and availability rules.

8. RESCHEDULING

Resident may reschedule a confirmed reservation by providing at least 48 hours’ written notice. A cancellation, rescheduling request, or no-show with less than 48 hours’ notice results in the affected time banking under Section 6 rather than being used, subject to the Selected Plan’s banking limit. If the Studio cancels a confirmed reservation, the Studio will provide a reasonable opportunity to reschedule.

9. GATHERINGS AND COLLECTION BENEFIT

While continuously enrolled and in good standing, Resident may receive early notice of or registration access to selected Breathing Stardust gatherings when offered. This benefit does not guarantee availability or admission, and ticket or participation fees may apply.

Studio Practice Residents receive 10% off eligible merchandise in The Collection while continuously enrolled and in good standing. Unless the Studio states otherwise, the discount excludes experiences, services, studio bookings, gift cards, taxes, shipping, limited collaborations, and items already discounted. The discount may not be combined with other offers and has no cash value.

10. GUESTS AND RESPONSIBILITY

Resident may bring clients, collaborators, photographers, models, or other participants for approved activities. No more than eight total people, including Resident, may be present under a standard Residency reservation. Larger groups may be permitted only with prior written approval and may require an additional fee or separate event booking. Resident or the Designated User must remain present and is responsible for every guest’s conduct, safety, supervision, and compliance. Guest access creates no rights under this Agreement.

11. EVENTS AND EXCLUDED USES

Included studio time does not include event-venue rental. Any gathering involving more than eight total people, food or beverage service, or ticketed, paid-admission, or paid-registration participation requires prior Studio approval, a separate written event agreement, and a separate fee. Food or beverage service means catered, staffed, or set-out service for attendees; it does not include an individual drink or personal refreshment. The Studio may designate workshops, classes, parties, pop-ups, receptions, or similar gatherings as events based on setup, staffing, noise, public access, food or beverage service, or operational impact.

11.1 Insurance for higher-risk activities

The Studio may require Resident to provide a current certificate of insurance demonstrating appropriate commercial general liability, professional liability, or other coverage before approving an activity involving instruction, physical participation, organized gatherings, specialized equipment, alcohol, food or beverage service, increased occupancy, or another elevated risk. When reasonably required by the Studio or its insurer, the applicable policy must name Breathing Stardust LLC and any property owner or other party reasonably designated by the Studio as an additional insured. Required coverage types, limits, and endorsements will be determined based on the proposed activity. Failure to provide requested proof of insurance may result in the activity being declined without affecting Resident’s other obligations under this Agreement.

12. RULES AND PROHIBITED ACTIVITY

Resident will follow posted rules and reasonable Studio instructions. Resident may not engage in unlawful, hazardous, disruptive, obscene, or unapproved activity; smoke or vape; use open flames, glitter, confetti, smoke effects, weapons, illegal substances, or hazardous materials; attach items to walls or surfaces without permission; move heavy furnishings without approval; obstruct exits; exceed occupancy; or allow unauthorized entry. Animals, alcohol, food service, amplified sound, and specialized equipment require prior written approval.

13. CARE OF PREMISES AND DAMAGE

Resident will leave the Studio, furnishings, equipment, and common areas in the condition received, ordinary wear excepted. Resident is responsible for the reasonable cost of repair, replacement, excessive cleaning, overtime, or loss caused by Resident or Resident’s guests. If the Studio requires cleaning beyond normal turnover, a $150 cleaning fee may be charged to the payment method on file. Resident must promptly report any damage, unsafe condition, accident, or injury.

16. ASSUMPTION OF RISK AND INDEMNIFICATION

To the fullest extent permitted by Florida law, Resident assumes the risks associated with Resident’s and Resident’s guests’ presence and activities at the Studio. Resident will defend, indemnify, and hold harmless the Studio and its owner, landlord, agents, contractors, and representatives from third-party claims, damages, liabilities, and reasonable expenses arising from Resident’s activities, guests, breach of this Agreement, or negligence, except to the extent caused by the indemnified party’s gross negligence or willful misconduct.

17. LIMITATION OF LIABILITY

To the fullest extent permitted by law, the Studio will not be liable for indirect, incidental, special, consequential, or lost-profit damages. The Studio’s aggregate liability arising from the Residency will not exceed the Residency fees paid by Resident during the three months immediately preceding the event giving rise to the claim. Nothing in this Agreement limits liability that cannot legally be limited.

18. DEFAULT, SUSPENSION, AND TERMINATION

The Studio may suspend access or terminate this Agreement for nonpayment, unsafe conduct, material breach, repeated rule violations, misuse of the premises, or conduct that threatens people, property, operations, or the Studio community. Suspension or termination caused by Resident’s breach does not eliminate payment obligations during the Initial Term. The Studio may also terminate without cause on 30 days’ written notice and will refund any prepaid fee allocable to a period after termination.

19. NO TRANSFER

The Residency, included time, benefits, discounts, and banked hours are personal to Resident and, where applicable, the Designated User. They may not be sold, assigned, shared, sublicensed, or transferred without prior written approval. A Residency held by an entity does not entitle multiple employees, members, or contractors to separate or concurrent use.

20. PHOTOGRAPHY AND PUBLICITY

Resident is responsible for Resident’s content and all required releases. The Studio may not use Resident’s identifiable client work for publicity without permission. Behind-the-scenes photography or reposting by the Studio requires Resident’s separate consent.

21. NOTICES

Notices under this Agreement must be sent by email. Notices to the Studio must be sent to brenda@breathingstardust.com. Notices to Resident will be sent to the email address provided during enrollment. A notice is effective when sent unless the sender receives an automated delivery failure.

22. ELECTRONIC ACCEPTANCE AND RECORDS

Resident agrees to conduct this transaction electronically. By checking the required agreement box and completing checkout, Resident confirms that Resident reviewed, understood, and agrees to this Agreement, including the six-month Initial Term, automatic recurring monthly charges, and month-to-month continuation described above. Resident’s checkout action and the associated electronic record constitute Resident’s electronic signature and acceptance. Resident may download or print this Agreement and will receive or have access to a copy capable of being retained for future reference.

23. GENERAL TERMS

This Agreement, the Selected Plan checkout record, confirmed reservations, and incorporated Studio rules constitute the entire agreement concerning the Residency and supersede prior discussions on that subject. Amendments must be in writing. If a provision is unenforceable, the remaining provisions remain effective. A waiver on one occasion is not a continuing waiver. Florida law governs this Agreement without regard to conflict-of-law principles. Venue for any dispute will lie in Indian River County, Florida, unless applicable law requires otherwise. Electronic signatures and counterparts are effective as originals.

STUDIO ACCEPTANCE

Breathing Stardust LLC accepts this Agreement by making the Selected Plan available for enrollment and processing Resident’s completed checkout. Resident acceptance is recorded electronically as described in Section 22.