BLAQUE NET – TERMS OF SERVICE

Effective Date: June 2020

PLEASE READ THESE TERMS CAREFULLY. These Terms of Service (“Terms”) constitute a legally binding agreement between you and Blaque Net, Inc. (“Blaque Net,” “we,” “us,” or “our”) governing your access to and use of the Blaque Net website, mobile applications, services, features and tools (collectively, the “Services”), including but not limited to the Blaque Market (marketplace), Ads Manager, Wallet, Business Directory, Offers, Blaque Bot (chat/AI assistant), and related functionality. By accessing or using the Services you agree to be bound by these Terms. If you do not agree to these Terms, do not access or use the Services.

1. Definitions

For purposes of these Terms:

• “Account” means an account you create to access the Services.

• “User Content” means any content, including text, photos, videos, listings, advertisements, messages, reviews, comments, data, or other materials that users submit, upload, or post through the Services.

• “Blaque Market” means marketplace features that permit businesses to list, sell, and deliver goods and services to users.

• “Wallet” means any Blaque Net feature that permits storing payment methods, prepaid balances, or processing payments.

• “Ads Manager” means ad creation, targeting, serving, measurement, or billing features.

• “Business Directory” means listing functionality permitting businesses to appear on Blaque Net’s directory; “Verified” is a status that reflects Blaque Net has collected documentation from a listing and does not constitute endorsement.

• “Offers” means discounts, coupons, promotions, or perks created and posted by businesses via the Services.

• “Blaque Bot” means Blaque Net’s automated chatbot/AI assistant and related features (including third-party-powered chat/AI technology, e.g., OpenAI).

• “Third-Party Services” means any products or services provided by parties other than Blaque Net, including payment processors, ad networks, or data providers.

2. Acceptance; Binding Contract; Scope

2.1. By creating an Account, accessing or using any portion of the Services, you accept and agree to be bound by these Terms and any policies, rules, or guidelines published by Blaque Net and incorporated herein by reference (including our Privacy Policy, Community Guidelines, Advertising Policy, and Commerce/Marketplace Policy). You acknowledge that you have read and understood these Terms.

2.2. These Terms govern only the Services and do not create any partnership, joint venture, employment, agency, or fiduciary relationship between you and Blaque Net.

3. Eligibility; Age Restrictions

3.1. You represent and warrant that you have legal capacity to enter into these Terms. You must be at least thirteen (13) years old to use the Services. Certain features (including Wallet, Wallet-funding, or certain commerce features) require that you be at least eighteen (18) years old; where applicable you agree not to use such features unless you satisfy the applicable minimum age.

3.2. If you are using the Services on behalf of an entity, you represent and warrant that you have authority to bind that entity to these Terms.

4. Account, Passwords & Security

4.1. You are responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account. You shall (a) provide accurate and current information, (b) keep such information up-to-date, and (c) promptly notify Blaque Net of any unauthorized use of your Account.

4.2. Blaque Net reserves the right to suspend, limit, or terminate Accounts where we suspect unauthorized or fraudulent activity, violations of these Terms, or for any reason in our sole discretion.

5. User Representations & Warranties

By using the Services you represent, warrant and agree that you will not use the Services to: (a) violate any applicable law or regulation; (b) infringe any third-party intellectual property or privacy rights; (c) upload material that is unlawful, defamatory, obscene, pornographic, abusive, hateful, or otherwise objectionable; (d) attempt to gain unauthorized access to the Services or other users’ accounts; or (e) impersonate any person or entity. You further represent that you have all rights necessary to grant the licenses in Section 8 below for any User Content you submit.

6. User Content; License Grant; Blaque Net Rights

6.1. Ownership. You retain ownership of any User Content you submit. You are solely responsible for your User Content and the consequences of posting it.

6.2. License. By posting or submitting User Content through the Services, you hereby irrevocably and perpetually grant to Blaque Net, its affiliates, successors, licensees and assigns a worldwide, non-exclusive, transferable, sublicensable, royalty-free, fully paid up license to host, store, copy, distribute, modify, create derivative works of, publicly perform and display, and otherwise use and exploit the User Content in connection with providing, promoting and improving the Services, and to sublicense such rights to third parties for the foregoing purposes. You also waive (and agree not to assert) any moral rights or rights of attribution to the extent permissible by law.

6.3. User Content Standards. You agree that your User Content will comply with the Community Guidelines and all applicable law, and that Blaque Net may remove or restrict access to any User Content that violates these Terms or that Blaque Net reasonably believes is unlawful, fraudulent, or harmful.

6.4. No Obligation to Publish. Blaque Net has no obligation to host, display, or distribute any User Content and may remove or block access to any User Content for any reason without liability.

7. Feature-Specific Disclaimers & User Assumption of Risk

To the fullest extent permitted by applicable law, the following feature-specific disclaimers apply. You acknowledge and agree that Blaque Net’s role is limited to providing a platform enabling interactions; Blaque Net is not a party to transactions between users and third parties and disclaims statutory or common-law duties to verify, guarantee, or fulfill such transactions.

7.1. Marketplace (Blaque Market)

7.1.1. Not a Seller/Provider. Blaque Net does not sell goods or services offered by businesses and is not a party to contracts between buyers and sellers. All sales, deliveries, warranties, returns, disputes, and communications are solely between the purchaser and the seller.

7.1.2. No Possession. Blaque Net does not take physical possession, title, or custody of items listed or sold via the Blaque Market.

7.1.3. No Guarantee. Blaque Net does not guarantee the quality, safety, legality, merchantability, or fitness for a particular purpose of any goods or services offered. Blaque Net is not responsible for the acts or omissions of sellers, including failure to ship, comply with promises, or honor refunds.

7.1.4. Buyer & Seller Responsibility. Buyers and sellers are responsible for their own compliance with applicable law (including consumer protection, customs, shipping, labeling, and tax obligations).

7.1.5. Release. To the fullest extent permitted by law, you release and hold Blaque Net, its affiliates and their respective officers, directors, employees and agents harmless from any and all claims, demands, losses, liabilities, damages, costs and expenses (including attorneys’ fees) arising from or related to marketplace listings or transactions.

7.2. Wallet & Stored Payment Methods

7.2.1. Third-Party Payment Processors. The Wallet functionality may be provided in whole or part by third-party payment processors. Blaque Net does not directly store complete credit card numbers; payment credentials are processed and/or stored by third-party providers in accordance with their terms.

7.2.2. Assumption of Risk. Use of the Wallet, storing payment information, or adding funds is at your sole risk. Blaque Net is not responsible or liable for unauthorized charges, fraud, disputes, chargebacks, technical errors, or the insolvency, acts, omissions, or performance of payment processors.

7.2.3. No Guarantee of Funds. Blaque Net does not guarantee the availability, security, or accuracy of Wallet balances and is not responsible for delays, errors, or failures in disbursements.

7.3. Ads Manager & Advertising

7.3.1. Advertiser Responsibility. Advertisers are solely responsible for the content, accuracy, legality, and compliance of their advertisements, landing pages, and promotional claims (including truth-in-advertising, endorsements, and disclosures).

7.3.2. No Performance Guarantee. Blaque Net makes no representation or warranty regarding ad performance, impressions, clicks, conversions, or business results.

7.3.3. Removal & Rejection. Blaque Net reserves the right to refuse, remove, or restrict any advertisement at any time for any reason, including suspected policy or legal violations.

7.3.4. Indemnity. Advertisers shall indemnify Blaque Net from any claims, damages or liabilities arising from their advertisements.

7.4. Business Directory & Verification

7.4.1. Verification is Informational Only. If a business is marked “Verified,” that designation only indicates Blaque Net received and reviewed certain documentation. Verification does not constitute endorsement, recommendation, quality assurance, or guarantee of legality or performance.

7.4.2. No Liability. Blaque Net is not responsible for any interaction between users and directory businesses, including but not limited to business practices, delivery of goods/services, contracts, or disputes.

7.5. Offers & Promotions

7.5.1. Business Responsibility. Offers (discounts, free shipping, coupons, or perks) are created and managed by businesses. Blaque Net does not guarantee offer validity, availability, accuracy, or fulfillment.

7.5.2. No Liability. Blaque Net is not liable for the failure of a business to honor an Offer or for any disputes arising from Offers.

7.6. Blaque Bot (AI Chat Assistant)

7.6.1. Third-Party Technology. Blaque Bot may be powered by third-party AI providers (e.g., OpenAI). Blaque Net does not control third-party models and makes no guarantee regarding accuracy, reliability, or safety of AI outputs.

7.6.2. Informational Only. Blaque Bot responses are provided for convenience and informational purposes only and do not constitute professional advice (legal, medical, financial, tax, or otherwise). You should independently verify any information the Blaque Bot provides before relying on it.

7.6.3. No Liability. Blaque Net is not liable for losses, damages, or decisions made in reliance on Blaque Bot output. You assume all risks associated with use of Blaque Bot.

7.6.4. Data Use. Inputs to Blaque Bot may be logged, analyzed, or used to improve services; see our Privacy Policy for details.

8. Prohibited Conduct & Prohibited Items

8.1. You must not use the Services to sell, offer, or promote illegal or prohibited items, including but not limited to: illegal drugs, controlled substances, firearms, ammunition, certain weapons and weapon components, counterfeit or stolen goods, adult services, unsafe consumer products, hazardous materials, and other items identified in the Commerce/Marketplace Policy.

8.2. You must not use the Services to post or transmit malware, engage in phishing, spam, scams, or other malicious conduct. Blaque Net may remove any such content and suspend offending Accounts.

9. Fees; Billing; Taxes

9.1. Blaque Net may charge fees for certain Services (e.g., advertising fees, marketplace listing fees, transaction fees). All fees are stated at the time of purchase and are non-refundable unless otherwise stated.

9.2. You are responsible for paying any taxes (including sales, VAT, GST, or other applicable taxes) associated with your use of the Services, unless otherwise expressly stated.

10. Intellectual Property; Blaque Net Marks

10.1. Blaque Net IP. The Services, and all software, code, designs, logos, trademarks, trade names, domain names, and content provided by Blaque Net (collectively, the “Blaque Net IP”) are and will remain the exclusive property of Blaque Net or its licensors.

10.2. Restrictions. Except as expressly provided in these Terms, you shall not copy, modify, distribute, create derivative works from, or publicly display Blaque Net IP without Blaque Net’s prior written permission.

11. Copyright & DMCA Policy

11.1. Blaque Net respects the intellectual property rights of others and will respond to notices of alleged copyright infringement in accordance with applicable law, including the Digital Millennium Copyright Act (“DMCA”) in the United States. If you believe your copyrighted work has been infringed, please submit a DMCA takedown notice to our designated agent as provided in our DMCA Policy.

11.2. If you receive a copyright removal notice or counter-notice, you must follow the DMCA procedures set forth in our Copyright Policy.

12. Monitoring; Enforcement; Content Removal

12.1. Blaque Net may, but is not required to, monitor or review User Content. Blaque Net does not undertake any obligation to monitor the Services for violation of these Terms, but may do so and will take any action it deems appropriate.

12.2. Blaque Net reserves the right to investigate suspected violations and to take any action it deems appropriate, including removal of content, suspension or termination of Accounts, and reporting unlawful conduct to law enforcement.

13. Privacy; Data Use; Blaque Bot Interactions

13.1. Use of the Services is subject to Blaque Net’s Privacy Policy, which explains how we collect, use, store and share personal information. The Privacy Policy also describes user rights regarding personal information and how to exercise them.

13.2. By using the Services, you consent to the collection and use of information in accordance with the Privacy Policy.

14. Disclaimers; No Warranties

14.1. AS IS / AS AVAILABLE. THE SERVICES, INCLUDING ALL FEATURES, CONTENT, AND USER CONTENT, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. BLAQUE NET DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

14.2. NO PROFESSIONAL ADVICE. CONTENT PROVIDED BY THIRD PARTIES OR BY BLAQUE BOT IS NOT A SUBSTITUTE FOR PROFESSIONAL ADVICE. YOU SHOULD SEEK APPROPRIATE PROFESSIONAL ADVICE BEFORE MAKING DECISIONS BASED ON CONTENT FROM THE SERVICES.

15. Limitation of Liability

15.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BLAQUE NET, ITS AFFILIATES, LICENSORS, SUPPLIERS, AND SERVICE PROVIDERS, OR ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “BLAQUE NET PARTIES”), BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES (INCLUDING LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA, LOSS OF GOODWILL OR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES), WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.2. AGGREGATE CAP. EXCEPT AS REQUIRED BY LAW, THE AGGREGATE LIABILITY OF THE BLAQUE NET PARTIES FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY YOU TO BLAQUE NET FOR THE SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

15.3. SOME JURISDICTIONS. Certain jurisdictions do not allow the exclusion or limitation of liability for incidental or consequential damages, so some of the above limitations may not apply to you.

16. Indemnification

You agree to indemnify, defend and hold harmless the Blaque Net Parties from and against any and all claims, losses, damages, liabilities, judgments, fines, penalties, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your breach of these Terms; (b) your User Content; (c) your use of the Services (including marketplace transactions, advertisements, Offers, and Wallet activity); or (d) your violation of third-party rights or applicable law.

17. Dispute Resolution; Informal Resolution; Arbitration; Class Action Waiver

17.1. Informal Dispute Resolution. If you have a dispute with Blaque Net, you agree to first attempt to resolve the dispute informally by contacting Blaque Net at [[email protected]] and providing a written description of your claim and supporting documentation. You and Blaque Net agree to negotiate in good faith for at least sixty (60) days prior to initiating any formal dispute proceeding.

17.2. Arbitration. Except where prohibited by applicable law, any dispute, claim or controversy arising out of or relating to these Terms or the Services (including the validity, scope, enforceability, or arbitrability of these Terms) shall be finally resolved by binding arbitration administered by the American Arbitration Association (or another mutually agreed arbitration provider) under its Consumer Arbitration Rules then in effect. The arbitration shall be conducted in Broward County, Florida (or another seat of arbitration selected by Blaque Net if Broward County is not reasonably available). Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction.

17.3. Class Action Waiver; Small Claims. BOTH YOU AND BLAQUE NET AGREE THAT ANY ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY; CLASS, COLLECTIVE OR REPRESENTATIVE ACTIONS ARE WAIVED AND NOT AVAILABLE. Notwithstanding the foregoing, either party may bring an individual action in small claims court.

17.4. Opt-Out. You may opt out of the arbitration and class action waiver within thirty (30) days of first agreeing to these Terms by sending written notice to [[email protected]] with your name, address, email, and a clear statement that you elect to opt out of arbitration. If you timely opt out, you will retain the right to sue in court and pursue class relief.

18. Termination; Suspension; Effect of Termination

18.1. Termination by Blaque Net. Blaque Net may suspend or terminate your access to all or part of the Services at any time for any reason, including for violation of these Terms, request by law enforcement, or inactivity.

18.2. Effect of Termination. Upon termination of your Account, your right to use the Services ceases. Sections that by their nature should survive termination (including but not limited to Sections 6, 7, 11, 13–17, and 19–26) will survive.

19. Modifications to the Services & Changes to Terms

19.1. Changes to the Services. Blaque Net reserves the right to modify, suspend, or discontinue the Services (or any part thereof) at any time, with or without notice.

19.2. Changes to Terms. Blaque Net may update these Terms from time to time. If we make material changes, we will provide notice by posting the updated Terms on the Services and/or by other means (e.g., email). Your continued use of the Services after the effective date of the revised Terms constitutes acceptance of the changes.

20. Notices; Contact

20.1. Legal Notices. All legal notices to Blaque Net must be sent to: Blaque Net, Inc., Attn: Legal — [Insert Address], Email: [email protected]. Notices to you may be sent to the email address associated with your Account or posted through the Services.

20.2. DMCA Agent. For DMCA/copyright notices, please consult our Copyright Policy for the designated agent contact information.

21. International Use; Export Controls

The Services are intended primarily for users in the United States but may be accessible internationally. You shall comply with all applicable export and import laws and regulations. Blaque Net makes no representation that the Services are appropriate or available for use in locations outside the United States. Accessing the Services from territories where its content is illegal is prohibited.

22. Governing Law; Venue

Except to the extent expressly stated otherwise in Section 17, these Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to conflict of law principles. You and Blaque Net agree that the federal and state courts located in Broward County, Florida shall have exclusive jurisdiction to resolve any dispute not subject to arbitration (subject to the arbitration opt-out provision).

23. Miscellaneous

23.1. Severability. If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permitted and the other provisions will remain in full force and effect.

23.2. Waiver. No waiver of any term or right will be effective unless in writing and signed by the party to be charged.

23.3. Assignment. You may not assign or transfer your rights or obligations under these Terms without Blaque Net’s prior written consent. Blaque Net may freely assign these Terms in connection with any corporate reorganization, merger, acquisition, or sale of assets.

23.4. No Third-Party Beneficiaries. Except as expressly provided herein, these Terms do not create rights for the benefit of third parties.

24. Additional Policies; Entire Agreement

24.1. These Terms incorporate by reference Blaque Net’s Privacy Policy, Community Guidelines, Advertising Policy, Commerce/Marketplace Policy, Copyright Policy and any other posted policies; those policies are part of these Terms.

24.2. Entire Agreement. These Terms (including any policies incorporated herein) constitute the entire agreement between you and Blaque Net with respect to the subject matter hereof and supersede all prior or contemporaneous communications and proposals between you and Blaque Net.

25. Contact & Feedback

If you have questions, request clarifications, or wish to provide feedback regarding these Terms, please contact [email protected].