Master Services Agreement

1Parties & Acceptance

This Master Services Agreement (the “Agreement”) is between Arvallis Inc., a business located at 205 Hudson St, New York, NY 10013 (“Arvallis,” “we,” “us”), and the property owner or entity subscribing to the Services (“Owner,” “you”).

You accept this Agreement by checking the acceptance box at checkout, by first authorizing payment, or by signing an order with us. If you accept on behalf of a company, you confirm you have authority to bind it.

2Definitions

Services

The tenant communication, maintenance coordination, shared-home support and owner reporting services described in this Agreement and on our Pricing page for your selected Tier.

Tier

The service level you select: Coordination, Coverage, or Portfolio.

Leased Space

Each separate lease at an enrolled property. A single-family home on one lease is one “Door.” A bedroom rented on its own lease in a shared home is one “Room.”

Shared Home

A property where two or more tenants hold separate leases and share common areas.

Instructions

Your written directions to us, including approved vendors, house rules, spending limits, escalation contacts and communication preferences, as updated by you in writing.

Spending Limit

The maximum amount per job you authorize us to approve with a vendor on your behalf without first contacting you.

Local Contact

The person you designate to handle on-site access and emergencies at a property.

Vendor

Any third-party contractor, tradesperson, cleaner or service provider who performs work at your property.

3The Services

Depending on your Tier, the Services include:

• Tenant communication — receiving everyday questions and requests through the agreed channel, acknowledging concerns, and sending progress updates.
• Maintenance coordination — documenting issues, contacting approved Vendors, arranging access, requesting estimates, and confirming completion.
• Shared-home support — communicating owner-approved house rules, coordinating common-area cleaning, and documenting noise, guest, parking and shared-space concerns.
• Owner reporting — a monthly summary of requests, completed work, open issues, approved expenses and decisions needed.

Hours

Routine Services run 7 days a week during agreed business hours. On the Coverage and Portfolio Tiers, Arvallis also answers emergency calls 24 hours a day. Tier-specific features (estimates, reporting depth, owner contact) are as listed on the Pricing page at the time you subscribe.

Every request is followed through to completion or to a documented handoff to you.

4What the Owner Keeps

The following remain your sole responsibility and are not part of the Services under any Tier:

• Tenant placement, showings, screening and leasing;
• Rent collection, security deposits and accounting;
• Repair, parts and Vendor labor costs, and cleaning charges;
• Formal notices, lease enforcement, evictions and legal matters;
• Final decisions on repair approvals above your Spending Limit and on unresolved disputes;
• Compliance of the property with housing, building, safety and habitability laws;
• Maintaining property and landlord liability insurance.

Work outside the agreed scope is not sold by the hour. If you want something added, we will discuss it with you in writing first.

5Instructions, Spending Limits & Approvals

We act only within your Instructions and Spending Limit. You agree to provide accurate Instructions before service starts and to keep them current. We may rely on Instructions you give in writing (including email or our portal) until you change them.

Where a job is expected to exceed your Spending Limit, or a matter requires a decision, we will bring it to you with the facts and any estimates gathered. If you do not respond, we will follow up but will not approve spending beyond your limit.

6Emergencies

Each property must have a written emergency escalation plan and a designated Local Contact. On the Coordination Tier, after-hours emergencies are routed to your Local Contact. On the Coverage and Portfolio Tiers, Arvallis answers emergency calls 24/7, triages against your written criteria, and may dispatch your pre-approved emergency Vendors within your standing Spending Limit, followed by a recap to you.

Arvallis is not an emergency service. Tenants and Owners must call 911 for fire, gas leaks, flooding that threatens safety, crime, or medical emergencies. Arvallis is not responsible for delays in emergency response by Vendors, Local Contacts or public services.

7Vendors

We coordinate Vendors you approve, or that you authorize us to engage on your behalf. Vendors are independent contractors engaged for you, not by Arvallis. Vendors bill you directly, at cost; Arvallis does not mark up Vendor invoices or receive referral fees from Vendors.

Arvallis does not perform repairs and is not responsible for a Vendor’s workmanship, licensing, insurance, pricing, warranties, or conduct. You are responsible for confirming that Vendors you approve are appropriately licensed and insured.

8Fees, Billing & Payment

Fees

You pay a flat monthly fee per Leased Space at the rates for your Tier, subject to any per-Shared-Home minimum. Portfolio pricing is set in a written quote. There is no setup fee and no hourly billing.

Billing

Fees are billed monthly in advance by card or other method through our payment processor, Stripe, and renew automatically each month until cancelled. You authorize us to charge your payment method for each billing period.

Changes in leases

Tell us when Leased Spaces are added or removed. We will adjust your subscription from the next billing period, or prorate where Stripe supports it.

Late payment

If a payment fails and is not resolved within 10 days of notice, we may suspend the Services until paid. Fees are exclusive of any applicable sales or similar taxes, which you will pay.

Price changes

We may change our rates with at least 30 days’ written notice. Changes apply from your next billing period after the notice period.

Refunds

Fees for a billing period that has started are non-refundable, except where required by law or where we terminate without cause.

9Term & Termination

This Agreement starts on your start date and continues month to month. Either party may terminate for any reason with 30 days’ written notice. Either party may terminate immediately by written notice if the other materially breaches this Agreement and does not cure within 10 days of notice, or if continuing would require either party to act unlawfully or unsafely.

On termination, we will provide you with your request log and open-item summary within 15 days, notify tenants of the change in contact if you ask us to, and stop acting on your behalf. Sections that by their nature should survive (including fees owed, confidentiality, liability, indemnification and disputes) survive termination.

10Licensing & No Agency for Leasing

Arvallis provides administrative communication and coordination services. Arvallis does not act as a real estate broker or salesperson, does not list, show, negotiate or sign leases, and does not collect or hold rent or security deposits. Services are provided within applicable licensing requirements and the agreed scope. Arvallis may decline any task that it reasonably believes would require a license it does not hold.

Nothing in this Agreement creates a partnership, joint venture, or employment relationship. Arvallis may communicate with tenants and Vendors on your behalf only as described in this Agreement and your Instructions.

11Owner Responsibilities

• Provide accurate property, tenant, Vendor and contact information, and the right to share it with us;
• Inform tenants that Arvallis is your designated contact for everyday requests;
• Maintain a reachable Local Contact and respond to decision requests in a reasonable time;
• Pay Vendors and cleaners directly and on time;
• Comply with fair housing, landlord-tenant, health and safety, and privacy laws applicable to you as the owner.

12Records, Data & Confidentiality

We keep a request log and records of communications and coordination for your properties. You own your property and tenant data; we use it only to provide the Services and as described in our Privacy Policy.

Each party will keep the other’s non-public business information confidential and use it only for this Agreement, except where disclosure is required by law. We maintain reasonable safeguards for the personal information we handle and will notify you without undue delay if we learn of a security incident affecting your data.

13Disclaimers

Except as expressly stated in this Agreement, the Services are provided “as is.” Arvallis does not guarantee any particular outcome, including tenant satisfaction, Vendor availability, repair timelines, or reduction of costs or disputes. Arvallis does not provide legal, tax, accounting, or engineering advice.

14Limitation of Liability

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or lost profits or rent. Arvallis is not liable for property damage, personal injury, or losses caused by tenants, Vendors, Local Contacts, the condition of the property, or events outside its reasonable control.

Arvallis’s total liability arising out of this Agreement will not exceed the fees you paid to Arvallis in the three (3) months before the event giving rise to the claim.

These limits do not apply to liability that cannot be limited by law, or to a party’s fraud, gross negligence, or willful misconduct.

15Indemnification

You will defend, indemnify, and hold Arvallis harmless from third-party claims arising from your properties, your Instructions, your Vendors, your tenancies, or your violation of law or this Agreement. Arvallis will defend, indemnify, and hold you harmless from third-party claims to the extent caused by Arvallis’s gross negligence or willful misconduct in performing the Services.

16Governing Law & Disputes

This Agreement is governed by the laws of the State of New York, without regard to conflict-of-laws rules. The parties will first try to resolve any dispute through good-faith discussion for at least 30 days after written notice. If not resolved, either party may bring a claim exclusively in the state or federal courts located in Kings County, New York, and each party consents to that jurisdiction and venue. Either party may bring an eligible claim in small claims court.

To the extent permitted by law, each party waives the right to a jury trial for any dispute arising out of this Agreement.

17General

• Notices. Legal notices to Arvallis must be sent to legal@arvallis.com and, for termination or breach, also by mail to the address below. Notices to you go to the email on your account.
• Changes. We may update this Agreement with at least 30 days’ notice. Continued use after the effective date means you accept the update; if you do not agree, you may terminate before it takes effect.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, such as natural disasters, utility or network outages, or government action.
• Assignment. You may not assign this Agreement without our written consent. We may assign it to a successor in a merger or sale of our business.
• Entire agreement. This Agreement, your order at checkout or written quote, our Terms of Use, and our Privacy Policy are the entire agreement on this subject. If any provision is unenforceable, the rest remains in effect. A waiver must be in writing.

18Contact