Trade of Services Agreement

Effective Date: April 6, 2026

Lindsay Young

Owner & Creative Director

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Lindsay Young

Owner & Creative Director

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Parties

This Trade of Services Agreement ("Agreement") is entered into by and between the following parties:

Party A:

Lindsay

Young

Owner of

Lindsay Dev Creative

Party B:

Michelle

Legaspi

Owner of

ImageUp Innovations

Both parties agree to exchange professional services as outlined below, in lieu of full monetary compensation.

Purpose

The purpose of this Agreement is to

establish the terms under which

Lindsay Dev Creative

and

ImageUp Innovations

will

trade professional services

Lindsay Dev Creative

will provide

Website Rebuild & Rebranding

ImageUp Innovations

will provide

Social Media Management & Content Creation

Exchange will occur over a

6 month period

Defined Payment Structure:

$800.00 invoiced to ImageUp Innovations to account for the difference in service values

Scope of Services

Lindsay Dev Creative

Services

Lindsay Dev Creative

will provide

Website Rebuild & Rebranding

for

ImageUp Innovations

Scope includes:

Brand color palette development and implementation; typography selection, refinement, and implementation.; Full website rebuild; Pages/Navigation: Home, Services, About, Blog, FAQ, Testimonials, Social Media Guide, Portfolio, Contact; Phase 1: Homepage (with services and about summary), Blog template (with currently published blog posts), Testimonials, Contact; Phase 2: Services (TBD), About, FAQ, Social Media Guide, Portfolio; Copywriting and SEO-friendly file naming for images and videos; Domain migration; Blog template creation and implementation (current blog posts and up to 6 new blog posts); Typography audit, refinement, and implementation with an additional branding guidelines page with brand typography rules

Estimated Timeline:

6 months

Total Service Value:

$8,000.00

ImageUp Innovations

Services

ImageUp Innovations

will provide

Social Media Management & Content Creation

for

Lindsay Dev Creative

for

6 months

Scope includes:

Social media management and content creation for Lindsay Dev Creative for 6 consecutive months; 8-10 social media posts per month (mix of content types); Content strategy and scheduling; Quarterly content day(s) for on-site filming and content capture (mobile capture); On-site filming at networking events as applicable; Editing and posting of raw video and photo content provided by Lindsay Dev Creative

Estimated Timeline:

6 months

30-day onboarding window starting April 6, 2026. Start date of May 6, 2026.

Monthly Service Value:

$1,200.00

Total Service Value:

$7,200.00

Compensation & Payment Structure

The parties agree to the following trade and payment structure to account for the difference in total service values:

Lindsay Dev Creative

Website Rebuild & Rebranding

$8,000.00

ImageUp Innovations

Social Media Management & Content Creation

$7,200.00

Remaining Balance

$800.00

Payment 1

Due at Project Start

$400.00

Payment 2

Due Before Website Launch

$400.00

Payment 1

for

$400.00

Due from ImageUp Innovations to Lindsay Dev Creative upon signing this Agreement and commencement of work (Phase 1 deposit)

Payment 2

for

$400.00

Due from ImageUp Innovations to Lindsay Dev Creative prior to the final website launch (Phase 2 completion)

Project Phases and Timeline

Phase 1

Begins upon signing of this Agreement and receipt of Payment 1

Phase 2

Begins approximately 3 months into the project. Payment 2 is due before the site goes live

Social media management by ImageUp Innovations begins on the Effective Date and continues for 6 consecutive months, running concurrently with the website build timeline.

Client Responsibilities

Lindsay Dev Creative

Provide raw video and photo content for editing and posting; Create plug-and-post content templates (Lindsay Dev Creative creating templates in ImageUp Canva account); Be available for quarterly content day(s) and on-site filming at networking events; Provide screen recordings of design work for social content, if applicable; Review and approve content within 3-5 business days unless otherwise notified

ImageUp Innovations

Provide all necessary images in a single shared folder; Respond to content requests and approvals within 3-5 business days unless otherwise notified; Provide brand photos and any specific imagery; Provide raw video footage for hero video editing, if applicable

Ongoing Maintenance

Blog and Ongoing Website Maintenance: Lindsay Dev Creative recommends a minimum of one blog post per month for SEO purposes. ImageUp Innovations providing written copy and images. Blog maintenance beyond the initial 6-month build period is outside the scope of this Agreement and would require a separate arrangement.

Intellectual Property

Upon completion of the website and receipt of all payments, ImageUp Innovations will own the final website design and content. Lindsay Dev Creative retains the right to showcase the completed project in their portfolio and on social media. ImageUp Innovations retains ownership of all social media content created for Lindsay Dev Creative during the trade period. Lindsay Dev Creative retains the right to use any content created for their accounts.

Confidentiality

ConfidBoth parties agree to keep confidential any proprietary business information, pricing structures, client lists, and strategic plans shared during the course of this Agreement. This obligation survives the termination of the Agreement.entiality Details

Termination

Either party may terminate this Agreement with 30 days written notice. In the event of early termination, both parties agree to calculate the value of services rendered to date and settle any remaining balance in monetary payment within 30 days of termination. If services have been rendered unevenly at the time of termination, the party who has received more value will compensate the other party for the difference.

Dispute Resolution

In the event of a dispute, both parties agree to first attempt resolution through good-faith discussion. If a resolution cannot be reached, the dispute will be settled through mediation in the state of South Carolina.

General Provisions

This Agreement constitutes the entire understanding between the parties regarding the trade of services described herein. Any modifications must be made in writing and signed by both parties. This Agreement is governed by the laws of the state of South Carolina.

Signatures

This Agreement may be executed electronically. Both parties agree that electronic signatures, whether submitted through a digital signing platform or typed into a designated signature field, carry the same legal weight as handwritten signatures. By signing electronically, each party confirms that they have read, understood, and agree to the terms of this Agreement. This Agreement is governed by the Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and the Uniform Electronic Transactions Act (UETA) as adopted by the state of South Carolina. Each party agrees that they will not challenge the validity or enforceability of this Agreement solely on the basis that it was executed electronically.

Lindsay Young

Lindsay Dev Creative

Signature

04/15/206

Lindsay Dev Creative

Signature Date

Party B Company

Signature

Party B Company

Signature Date

Lindsay Young

Owner & Creative Director

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