Terms of Use & Service Agreement

Effective Date: May 21, 2026

1. Parties and Acceptance

These Terms of Use and Service Agreement (“Agreement”) constitute a legally binding contract between Stealth Solutions LLC, a Texas limited liability company (“Company,” “we,” “us,” or “our”), and you (“Client,” “User,” or “you”), whether an individual or legal entity. This Agreement governs your access to and use of our website, digital assets, communications, and all consulting and related services we provide, including but not limited to pollution control property tax exemption services under Texas Tax Code Section 11.31.

Your use of this website or engagement of our services constitutes your full and unconditional acceptance of this Agreement and our Privacy Policy, which is incorporated herein by reference.

2. Description of Services

2.1 Core Services

Stealth Solutions LLC provides property tax exemption consulting services to commercial and industrial property owners in Texas. Our services may include:

• Identifying and evaluating equipment potentially qualifying for pollution control property tax exemptions under Texas Tax Code Section 11.31
• Preparing and filing exemption applications with the Texas Commission on Environmental Quality (TCEQ) through the STEERS online system
• Coordinating with county appraisal districts regarding approved exemptions
• Monitoring and managing annual renewal of approved exemptions
• Providing general consulting related to TCEQ compliance documentation

2.2 Services Are Not Legal, Tax, or Engineering Advice

2.3 No Guarantee of Results

We make no representation, warranty, or guarantee that any application we prepare or submit will be approved by the TCEQ or any other governmental authority, or that you will receive any particular level of tax savings. Results depend on factors outside our control, including but not limited to TCEQ determinations, appraisal district actions, changes in applicable law, and the accuracy and completeness of information you provide.

3. Client Obligations and Representations

3.1 Accuracy of Information

You represent, warrant, and covenant that all information you provide to Stealth Solutions LLC is true, accurate, complete, and current. You acknowledge that we rely on your information in preparing and submitting applications and that inaccurate or incomplete information may result in application denial, assessment of penalties by governmental authorities, clawback of exemptions, and other adverse consequences.

3.2 Cooperation

You agree to cooperate fully with our requests for information and documentation, respond to communications in a timely manner, and promptly notify us of any changes in ownership, property status, equipment, permits, or other circumstances material to your exemption.

3.3 Authorization

By engaging our services, you represent that you have full legal authority to authorize us to act on your behalf with the TCEQ, county appraisal districts, and all other relevant governmental and private entities.

3.4 Compliance with Law

You represent that you are in material compliance with all applicable environmental laws and regulations. You acknowledge that we do not provide legal defense services and that our services do not constitute representation in any enforcement, legal, or administrative proceeding.

4. Fees, Compensation, and Payment Terms

4.1 Fee Option Selection — Client Must Elect One

All fees are structured under one of two options elected in the written engagement agreement. If no election is made, Option A applies by default.

OPTION A — PERPETUITY SAVINGS FEE (DEFAULT)

Client pays fifty percent (50%) of actual annual property tax savings for each property with a Positive Use Determination, paid each year for as long as the exemption is active and generates savings. The fee stops automatically if savings stop. Monitoring included at no charge in perpetuity.

OPTION B — FIVE-YEAR PREMIUM FEE

Client pays a one-time lump sum equal to five (5) times fifty percent (50%) of projected annual savings per property with a Positive Use Determination. No further fees owed after full payment. Monitoring included at no charge in perpetuity.

4.2 Option A — Perpetuity Savings Fee (Full Terms)

(a) Annual Fee. Client pays fifty percent (50%) of actual Annualized Tax Savings for each covered property (Certified Value x Applicable Tax Rate x 50%).

(b) First Payment. Due within thirty (30) days of TCEQ issuance of the Positive Use Determination.

(c) Ongoing Payments. Due annually on each anniversary of the Positive Use Determination, payable by January 31 of each calendar year thereafter.

(d) Duration — Savings-Contingent Perpetuity. Payments continue for as long as the exemption generates actual tax savings, subject to the following:

• Savings Cessation Event: If TCEQ revokes the Positive Use Determination, the appraisal district permanently removes the exemption, the applicable tax rate falls to zero, or qualifying use permanently ceases, the Perpetuity Fee obligation ceases as of the effective date of that event. Client must provide written notice to Stealth Solutions LLC within thirty (30) days of any Savings Cessation Event.
• Partial Reduction: If annual savings are reduced but not eliminated, the Perpetuity Fee is proportionally reduced.
• Temporary Suspension: If the exemption is temporarily suspended but later restored, Perpetuity Fee obligations resume from restoration. No fees owed during any period of confirmed zero savings.
• Annual Recalculation: Tax rates change annually. The Perpetuity Fee is always recalculated using the actual current applicable tax rate. The fee may increase or decrease year-to-year accordingly.

(e) Ownership Transfer. If Client sells or transfers any covered property with an active Perpetuity Fee obligation: (i) Client provides thirty (30) days' prior written notice; (ii) Client causes the successor owner to assume the Perpetuity Fee obligation or execute a new agreement with Stealth Solutions LLC on equivalent terms as a condition of closing; and (iii) if no assumption is obtained, Client remains personally liable for Perpetuity Fee payments for five (5) years from the date of transfer as liquidated damages.

4.3 Option B — Five-Year Premium Fee (Full Terms)

(a) Lump Sum Fee. Client pays a one-time fee equal to Projected Annual Savings x 50% x 5 (the “Premium Fee”).

(b) Recalculation. After the Positive Use Determination is issued, the Premium Fee is recalculated using actual Certified Value and current applicable tax rate. If the recalculated amount differs by more than ten percent (10%) from the projection, the Parties execute a written amendment before payment is due.

(c) Payment Trigger. The Premium Fee is earned and due upon TCEQ issuance of a Positive Use Determination.

(d) Payment Terms. Full payment is due within thirty (30) days of the Positive Use Determination. By prior written agreement, Client may request: (i) 50% within 30 days / 50% within 90 days; (ii) equal monthly installments over 6 months starting within 30 days; or (iii) any other schedule agreed in writing, provided full payment is completed within twelve (12) months of the Positive Use Determination. A finance charge of six percent (6%) per annum applies to any balance not paid within thirty (30) days.

(e) Full Satisfaction. Full payment of the Premium Fee (including any finance charges) permanently satisfies Client's fee obligation for that specific covered property.

4.4 Monitoring Services — Complimentary Under Both Options

Stealth Solutions LLC provides ongoing complimentary monitoring services under both Option A and Option B, for the life of the engagement, at no additional charge. Monitoring Services include: (a) periodic review of county appraisal district records to track exemption application; (b) monitoring of TCEQ regulatory activity and changes to 30 TAC Chapter 17 or the Tier I table affecting existing certifications; (c) notification to Client of changes in exemption status, challenges, or regulatory developments; and (d) availability to answer routine Client questions during normal business hours.

Monitoring Services are informational and tracking in nature only. They do not constitute legal, tax, or regulatory representation. Stealth Solutions LLC has no authority or control over TCEQ or appraisal district decisions. Monitoring is provided on a best-efforts basis with no warranty of any result. Under Option A, monitoring ceases upon a Savings Cessation Event. Under Option B, monitoring continues in perpetuity notwithstanding full payment of the Premium Fee.

4.5 TCEQ Statutory Filing Fees — Client Pass-Through

Client is responsible for all TCEQ statutory filing fees under 30 TAC §17.10. These fees are paid to TCEQ and are not revenue to Stealth Solutions LLC. Current fees: Tier I — $150; Tier II — $1,000; Tier III — $2,500 (subject to TCEQ adjustment). Multiple tiers are common at a single property. Stealth Solutions LLC may pay these fees on Client's behalf and invoice for reimbursement within fifteen (15) days.

4.6 Late Payment

Any undisputed amount not paid by the applicable due date bears interest at the lesser of eighteen percent (18%) per annum, compounded monthly, or the maximum rate permitted by Texas law, from the due date. Client shall not withhold or offset undisputed payments pending any dispute. Client shall reimburse Stealth Solutions LLC for all costs of collection, including reasonable attorneys' fees.

5. Intellectual Property and Trade Secret Protections

5.1 Company Ownership

All content, materials, and methodologies developed, used, or disclosed by Stealth Solutions LLC — including but not limited to our proprietary process for identifying and certifying qualifying pollution control assets under Texas Tax Code Section 11.31; our analyses of the TCEQ historical exemption database; our site assessment and asset valuation methodologies; county-level appraisal district intelligence and negotiation strategies; application preparation templates, checklists, and supporting documentation structures; STEERS filing procedures and authorization protocols; client-specific work product; and all databases, software tools, and operational systems (collectively, “Company IP”) — are the exclusive intellectual property of Stealth Solutions LLC and are protected under applicable United States and Texas law.

5.2 Trade Secret Protections — Texas Uniform Trade Secrets Act

The Company IP described in Section 5.1 constitutes “trade secrets” as defined under the Texas Uniform Trade Secrets Act, Texas Civil Practice and Remedies Code Chapter 134A (“TUTSA”), and the Federal Defend Trade Secrets Act, 18 U.S.C. § 1836 (“DTSA”). Stealth Solutions LLC has invested substantial resources in developing, compiling, and protecting this information, and it derives independent economic value from not being generally known or readily ascertainable by competitors or the public.

You acknowledge that the following constitute protectable trade secrets of Stealth Solutions LLC, among others:

• Our proprietary methodology for identifying, classifying, and valuing qualifying pollution control equipment under Texas Tax Code Section 11.31, including asset selection criteria, Tier classification analysis, and use determination strategies not publicly disclosed by TCEQ
• Our analysis and compilation of the TCEQ Use Determination Application database, including pattern recognition, approval predictors, and competitive intelligence derived from reviewing thousands of historical applications
• County-by-county appraisal district intelligence, including district-specific exemption processing practices, assessor relationships, and negotiation strategies
• Client lists, client property data, projected savings analyses, fee arrangements, and engagement histories
• Application preparation workflows, STEERS filing protocols, and client authorization management systems
• Business development strategies, pricing models, and market intelligence regarding untapped industry verticals

5.3 Non-Disclosure and Non-Use Obligation

By engaging our services, you agree to hold all Company IP and Trade Secrets in strict confidence and not to: (a) disclose any Company IP to any third party without our prior written consent; (b) use any Company IP for any purpose other than receiving the services we provide to you; (c) reverse-engineer, replicate, or attempt to develop competing methodologies based on our work product; or (d) assist any competitor, consultant, or third party in developing a pollution control property tax exemption practice using information derived from your engagement with us. These obligations survive indefinitely for Trade Secrets and for five (5) years from the termination of your engagement for all other Confidential Information.

5.4 TUTSA Remedies

Stealth Solutions LLC shall be entitled to pursue all remedies available under TUTSA for any actual or threatened misappropriation of its Trade Secrets, including: injunctive relief under TUTSA Section 134A.003; compensatory damages and unjust enrichment recovery under TUTSA Section 134A.004; exemplary damages up to two times actual damages for willful and malicious misappropriation under TUTSA Section 134A.004(b); and attorneys' fees under TUTSA Section 134A.005. All TUTSA remedies are cumulative with and supplement the contractual remedies available under this Agreement.

5.5 Limited License to Client

Stealth Solutions LLC grants you a limited, non-exclusive, non-transferable, revocable license to use materials we prepare specifically on your behalf (including completed exemption applications and supporting documentation) solely for purposes of your property tax exemption matter with the applicable governmental authorities. No other license is granted. This license does not transfer any ownership interest in Company IP and automatically terminates upon the termination of your engagement.

6. Confidentiality

6.1 Our Obligations

Stealth Solutions LLC will treat your business information, financial records, and property data as confidential and will not disclose such information to third parties except as necessary to perform our services, as required by law, as authorized by you, or as permitted under our Privacy Policy.

6.2 Your Obligations

You acknowledge that our pricing, methodologies, processes, vendor relationships, application strategies, and client lists constitute proprietary trade secrets of Stealth Solutions LLC. You agree not to disclose such information to any third party without our prior written consent and not to use such information to compete with us or assist any competitor.

6.3 Non-Solicitation

You agree that during the term of any engagement and for a period of two (2) years thereafter, you will not directly solicit, hire, or engage any employee, contractor, or subcontractor of Stealth Solutions LLC who was involved in your engagement, without our prior written consent.

7. Disclaimer of Warranties

8. Limitation of Liability

Some jurisdictions do not allow limitations on implied warranties or exclusions of certain damages. To the extent such limitations are prohibited by applicable law, such limitations shall apply only to the maximum extent permitted.

9. Indemnification

You agree to indemnify, defend, and hold harmless Stealth Solutions LLC, its members, managers, officers, employees, agents, and subcontractors (collectively, “Indemnified Parties”) from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your breach of this Agreement or any representation or warranty herein; (b) your provision of inaccurate, incomplete, or misleading information to us; (c) your violation of any applicable law or regulation; (d) your failure to disclose material information affecting your exemption eligibility; (e) any claim by a third party relating to your property or business; or (f) your negligence or willful misconduct.

10. Dispute Resolution — Mediation and Arbitration

10.1 Mediation Then Arbitration (Texas Justice Center)

All disputes arising under this Agreement shall be governed by and interpreted in accordance with the laws of the State of Texas, without regard to principles of conflict of laws. In the event a dispute arises out of or relates to this Agreement, or the breach thereof, and if the dispute cannot be settled through negotiation within fourteen (14) days, the parties hereby agree first to attempt in good faith to settle the dispute by mediation administered by the Texas Justice Center in Harris County, Texas, (the “TJC”) under its applicable mediation rules before resorting to litigation or some other dispute resolution procedure. Either party may initiate mediation by contacting the TJC (www.tjcadr.com), after which the other party shall promptly cooperate with the TJC regarding scheduling mediation. Both parties shall immediately submit the applicable case management fee to the TJC so that mediation can promptly ensue. If mediation is unsuccessful, then the parties to this Agreement will submit all disputes arising under this Agreement to arbitration in Harris County, Texas before a single arbitrator of the TJC in accordance with the TJC Rules of Arbitration. The issue of arbitrability shall be exclusively determined by the arbitrator(s). The arbitrator shall be selected by application of the rules of the TJC, or by mutual agreement of the parties, except that such arbitrator shall be an attorney admitted to practice law in Texas. No party to this Agreement will challenge the jurisdiction or venue provisions as provided in this section. Nothing contained herein shall prevent the party from obtaining an injunction.

10.2 ADR Fees

The parties hereto agree to share the fees of mediation or arbitration equally, including any mediator, arbitrator, room rental, administrative, or other fees chargeable by the TJC according to the TJC rules in place at the time the dispute is submitted for mediation or arbitration. The parties hereto agree to pay, in advance, any filing or required administrative fees, or any retainer required by the TJC, mediator(s), or arbitrator(s). Failure to promptly pay fees as described herein shall be considered a material breach. If any party must obtain relief from a court of competent jurisdiction to enforce the other party's payment of fees, the enforcing party shall be entitled to its attorneys' fees and costs for enforcing this paragraph, and may seek recovery of said fees by Court order or arbitral award.

10.3 ADR Location

The parties to this Agreement agree that any alternative dispute resolution shall be held in person at the TJC, located at 4900 Fournace Pl., Suite 200, Bellaire, Texas 77401. Neither party may appear virtually without prior consent of the other party and approval of the mediator or arbitrator.

10.4 Statute of Limitations

All disputes arising under this Agreement shall be governed by Texas statutes of limitations.

10.5 Class Action Waiver

10.6 Jury Trial Waiver

10.7 Fee Collection Exception

Notwithstanding the foregoing mediation and arbitration requirements, Stealth Solutions LLC reserves the right to pursue collection of unpaid fees through any available legal or equitable remedy, including filing suit in a court of competent jurisdiction, without first participating in mediation or arbitration, where delay would result in irreparable harm or the claim involves an amount within the jurisdiction of a Texas justice or small claims court.

11. Governing Law and Venue

This Agreement is governed by and construed in accordance with the laws of the State of Texas, without regard to conflict of laws principles. Subject to the arbitration provision above, the parties consent to exclusive personal jurisdiction and venue in the state and federal courts located in Harris County, Texas, for any matters not subject to arbitration.

12. Force Majeure

Stealth Solutions LLC shall not be liable for any failure or delay in performance arising from causes beyond our reasonable control, including but not limited to: acts of God, government action, changes in law or regulation, TCEQ system outages, natural disasters, pandemics, cyberattacks, power failures, or acts of third parties. In such events, our performance obligations are suspended for the duration of the force majeure event.

13. Term and Termination

Either party may terminate a service engagement upon thirty (30) days' written notice to the other party. Termination does not relieve either party of obligations accrued prior to the termination date, including your obligation to pay earned fees. The following provisions survive termination: Sections 5 (Intellectual Property), 6 (Confidentiality), 7 (Disclaimer of Warranties), 8 (Limitation of Liability), 9 (Indemnification), 10 (Dispute Resolution), 11 (Governing Law), and 14 (General Provisions).

14. General Provisions

14.1 Entire Agreement

This Agreement, together with any written engagement agreement and our Privacy Policy, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, representations, and understandings. In the event of any conflict, the written engagement agreement controls over this Agreement.

14.2 Severability

If any provision of this Agreement is held invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect to the maximum extent permitted by law.

14.3 No Waiver

Our failure to enforce any provision of this Agreement shall not constitute a waiver of our rights to enforce such provision in the future.

14.4 Assignment

You may not assign this Agreement or any rights or obligations hereunder without our prior written consent. We may assign this Agreement in connection with a merger, acquisition, or sale of substantially all our assets without your consent.

14.5 Modification of Terms

We reserve the right to modify this Agreement at any time. We will post the updated Agreement on our website with a new effective date. Your continued use of our website or services after such posting constitutes acceptance of the modified terms.

14.6 Electronic Agreement

You acknowledge that this Agreement may be entered into, and that your acceptance may be evidenced, by electronic means, including by checking a box, submitting a form, executing an electronic signature, or continuing to engage our services after notice of these terms. Such electronic acceptance shall have the same legal force and effect as a physical written signature.

14.7 Headings

Section headings are for convenience only and do not affect the interpretation of this Agreement.

15. Contact Information

All notices, requests, and other communications under this Agreement must be in writing and delivered to:

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