Terms of Service

btwn for Business

Effective Date: December 31, 2020

PLEASE READ THE FOLLOWING TERMS CAREFULLY, AS THEY CONSTITUTE A BINDING LEGAL AGREEMENT BETWEEN YOU AND B.PLAT. BY ACCESSING AND BROWSING THE BTWN APP OR OTHERWISE USING THE B.PLAT SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS, INCLUDING THE OBLIGATION TO USE THE BTWN APP ONLY FOR LAWFUL PURPOSES AND CONSISTENT WITH THE PRIVACY POLICY AND OTHER GUIDELINES (AS DEFINED BELOW). IF YOU DO NOT AGREE TO THESE TERMS, THEN PLEASE DO NOT USE THE BTWN APP OR THE B.PLAT SERVICE.

0. Definitions

Feedback: Information and feedback regarding the features and performance of the B.PLAT Service, and information regarding any and all failures, errors, or other malfunctions in the Service along with any associated error messages that you may provide to B.PLAT.

Guidelines: Guidelines or rules applicable to specific services and features that may be posted from time to time.

Merchant Products: Products or services sold and provided by merchants.

Payment Card: Eligible Visa, MasterCard, or American Express debit or credit card.

Processed Data: Data aggregated and anonymized from raw transaction data, related to purchases with your enrolled Payment Card Network card.

Qualified Purchase: A purchase made using the registered Payment Card at the Merchant’s online or offline point of sales.

Reward Balance: The available amount of your Customer’s Shopping Reward and Referral Reward. The amount equals your Customer’s Shopping Rewards plus their Referral Rewards.

Reward Partner: A third-party rewards program operator participating in the B.PLAT Service.

Referral Reward: A reward earned by your Customer when their friends register for the btwn service and make a purchase following your Customer’s purchase from the same point of sales using their enrolled Payment Card(s).

Shopping Reward: A reward earned by your customer when your customer refers a friend to your business that makes a verified purchase based on that referral at a participating Merchant using your Payment Card.

Transaction Data: The name of the Merchant, date and time of the transaction, amount of the transaction, and such other identifying information as needed to determine if your Customer’s purchase is a Qualified Purchase.

Merchant Submissions: Input submitted by merchants in connection with their use of the B.PLAT Service.

1. General Description.

The B.PLAT Services are provided by B.PLAT and provide a card-linked service for your customers desiring to buy and merchants intending to sell their products (“Merchant Products”). Because this service works as a card-linked service, your customers must register an eligible Visa, MasterCard, or American Express debit or credit card (“Payment Card”) to use the B.PLAT Services.

To use the B.PLAT Service’s registration process, you as the merchant must register using your Shopify, Stripe, or Visa account login information. When you create an account, you must add your payment information (e.g., bank account or credit/debit card) to send referral rewards automatically to your customers when their referred friends make purchases at your store. Payment occurs only when B.PLAT Service’s system recognizes the transactions are made through word-of-mouth referrals by tracking your customers’ friend connections and transactions. If you register with the B.PLAT Service using the Visa payment gateway, B.PLAT will not be able to track payments made with other cards (Mastercard, American Express). Merchants connecting using the Visa payment gateway will only be eligible for rewarding customers that pay with Visa.

You will be eligible to send a Referral Reward to your customer after they shop and refer a friend to your store and the referred customer makes a purchase at your store. Merchants have the option to choose the amount they want to pay their customers for making a referral. The minimum amount for the referral fee is 10%. Merchants can change the referral fee to 15% or 20%. If one merchant sells high-priced products (over $1,000 for an average sale), they have the option to set a cap limit to the referral fee (for example, even if a sale is $5,000, they can set a fee for 10% out of $500 only). 

After a one-time registration to use the service, your customers become eligible to receive a shopping reward (“Shopping Reward” shown on the “Stores Visited” detail page in the btwn APP) when they purchase Merchant Products at a participating Merchant using their registered Payment Card. Your customers can find participating Merchants in the btwn APP. The amount of your customer’s Shopping Reward varies depending on the participating merchant.

Your customer’s purchase is considered a “Qualified Purchase” when your customer buys your products/services using the registered Payment Card at the Merchant’s online or offline point of sales. We use “Transaction Data,” defined as the name of the Merchant, date and time of the transaction, amount of the transaction, and such other identifying information as needed to determine whether your customer’s purchase is a Qualified Purchase.

Your customer may refer their friends to purchase your products/services. When your customer’s friends register to use the btwn service, they will go through the same process as the referring customer to sign up and register and will receive the same information on consents. Your customers’ referrals to friends are considered eligible for a Referral Reward (“Referral Reward” in the btwn APP) when their friends register for the btwn service and make a purchase following your customer’s purchase from the same point of sales using their own enrolled Payment Card(s) in this service.

Your customer can see the available amount (“Reward Balance” in the btwn APP) of their Shopping Reward and Referral Reward in the menu of “Your Account” in the btwn APP. Your customer’s Reward Balance equals their Shopping Rewards plus their Referral Rewards. If their Reward Balance exceeds $25.00 USD, they may claim their Reward Balance by submitting a request to redeem their Reward Balance. 

Referral Fees are not refundable. Any refunds that a merchant’s referred customer might request are not the responsibility of B.PLAT and will not be refunded by B.PLAT. Merchants must provide a credit card that will be charged when a new referral is made. B.PLAT provides invoices twice a month for such charges.

2. Eligibility; B.PLAT Service Access.

THE B.PLAT SERVICE IS NOT AVAILABLE TO PERSONS UNDER THE AGE OF 13 OR TO ANY USERS SUSPENDED OR REMOVED FROM THE B.PLAT SERVICE. BY USING THE B.PLAT SERVICE, YOU REPRESENT THAT YOU HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE B.PLAT SERVICE.

SUBJECT TO YOUR COMPLIANCE WITH THESE TERMS AND ALL APPLICABLE LAWS, B.PLAT grants you permission to access and use the B.PLAT Service solely for your use as a merchant, as set forth in these Terms and consistent with the intended features of the B.PLAT Service.

You as a Merchant will gain access to a dashboard where you can see how the referral program is performing, the amount spent by customers, and the number of customers gained. By using the dashboard, you will be able to see data about your customers that have downloaded the btwn app and made a purchase at your business. You can also use the dashboard as a customer relationship tool to send coupons, invitations, and surveys to their customers. Your customers will receive these types of messages from you as the merchant through in-app notifications. 

3. Compliance with Law.

Intellectual property laws of all jurisdictions prohibit the reproduction and distribution of protected works without authorization. You are responsible for determining what laws apply to your use of the B.PLAT Service, and for applying the laws in the relevant jurisdiction when using the B.PLAT Service. You may not use the B.PLAT Service in violation of these or any other applicable laws.

4. Privacy and other Policies.

Privacy Policy. Your privacy is important to B.PLAT. The B.PLAT Service Privacy Policy (“Privacy Policy”) is hereby incorporated into these Terms by reference. Please read the Privacy Policy carefully for information related to our collection, use, and disclosure of your personally identifiable information, and the personally identifiable information of others that you may include in your Merchant Submission (as defined below). By using the B.PLAT Service, you represent and warrant that you have read and agree to the practices described in the Privacy Policy, and that you have the right to authorize B.PLAT or any third-party rewards program operator participating in the B.PLAT Service (each, a “Reward Partner”) to use and disclose the personally identifiable information of others that you may include in your Merchant in the manner described in the Privacy Policy. The practices described in the Privacy Policy apply only to our use of the information supplied by you to B.PLAT through the B.PLAT Service. Information and notices of consent to the Privacy Policy appear in the Privacy Policy.

• Guidelines. When using the B.PLAT Service, you will be subject to any additional posted guidelines or rules applicable to specific services and features that may be posted from time to time (the “Guidelines”). All such Guidelines are hereby incorporated by reference into the Terms.

5. Prohibited Conduct.

All rights and licenses granted to you hereunder are conditioned upon your compliance with the following restrictions. You shall not do or attempt to do any of the following:

• Access or attempt to access content or features of the B.PLAT Service for which you have not registered;

• Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer your access to the B.PLAT Service, or any of the permissions granted herein;

• Use the B.PLAT Service on behalf of any third party, or in connection with any type of “service bureau” activity;

• Impersonate another person or entity, or access another merchant’s  account 

• Share B.PLAT passwords with any third party or encourage any other user to do so; 

• Use any bot, spider, or other automated program or process to access the B.PLAT Service, except for the sole purpose of crawling the B.PLAT Service in connection with legitimate indexing services of commercially available general-purpose search engines; or

• Use the B.PLAT Service for any illegal, unethical, fraudulent, misleading, or objectionable purpose or in breach of any law, regulation, or agreement.

6. User Submissions.

• General. The B.PLAT Service may include certain features enabling merchants to submit input in connection with their use of the B.PLAT Service (“Merchant Submissions”), and provides for the aggregation, reproduction, distribution, transmission, public performance, and public display of such Merchant Submissions. You understand that all Merchant Submissions are the sole responsibility of the person from whom such Merchant Submission originated. This means that you, and not B.PLAT, are entirely responsible for all Merchant Submissions that you make available through the B.PLAT Service.

• No Obligation to Publish. B.PLAT makes no representations that it will publish or make available on the B.PLAT Service any Merchant Submissions and reserves the right, in its sole discretion, to refuse to allow any Merchant Submissions on the B.PLAT Service. Further, B.PLAT makes no representations that any Merchant Submission made available on the B.PLAT Service will remain available on the B.PLAT Service. B.PLAT complies with the Digital Millennium Copyright Act, and will remove Merchant Submissions upon receipt of a compliant takedown notice (see “Digital Millennium Copyright Act” below), or if B.PLAT becomes aware that the preparation, use, or distribution of any such User Submission violates any applicable law or regulation.

• License Grant by You to B.PLAT. By submitting Merchant Submissions to B.PLAT, you hereby grant B.PLAT, Reward Partners, and B.PLAT affiliates and other users of the B.PLAT Service (the “B.PLAT Licensees”) a non-exclusive, fully paid, royalty-free, perpetual, irrevocable, sub-licensable, and transferable license to use, reproduce, distribute, transmit, publicly display, modify, and publicly perform your Merchant Submissions and adaptations thereof, solely in connection with the development, operation, maintenance, enhancement, and promotion of the B.PLAT Service, and to collect, combine, aggregate, and analyze, data related to your Merchant Submissions and derivatives thereof. You also agree to irrevocably waive (and cause to be waived) any claims and assertions of “moral rights” and attribution with respect to your Merchant Submissions.

• Merchant Submissions Representations and Warranties. You are solely responsible for your own Merchant Submissions and the consequences of posting or publishing them. You affirm, represent, and warrant that (i) you own, or have the necessary licenses, rights, consents, and permissions to use and authorize B.PLAT to use your Merchant Submissions in the manner contemplated by these Terms, and to grant the rights and license(s) set forth above; and (ii) our use of such Merchant Submissions, and our exercise of the license rights set forth above, do not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (b) slander, defame, libel, or invade the right of privacy, publicity, or other property rights of any other person; or (c) violate any applicable law or regulation.

We collect the following information from your customers: credit card information, Facebook social media account information (customer’s profile picture, user name, friend list), phone contacts (name and phone number to verify friendship and help them to send app invitations to friends), and email address (to send promotional emails to friends). B.PLAT does not store the customers’ data except for their email addresses and phone numbers. B.PLAT does not store your customers’ credit card information; B.PLAT only uses the last 4 digits of your customers’ credit card information to match the information we receive from third party apps, such as Stripe, Visa or Shopify.

We collect the following information from you as the merchant: your card information, logo, product/service promotional photos, business name, business address, and phone number. We use this information to stay in touch with you and enable you to use the B.PLAT service.

7. Modification of the Terms.

From time to time, B.PLAT may change, modify, add, or remove portions of the Terms, and reserves the right to do so in its sole discretion. If we modify the Terms, we will make them available through the B.PLAT Service, and indicate the date of the latest revision. We encourage merchants to review the Terms periodically for changes. In the event that the modifications materially alter your rights or obligations, we will make reasonable efforts to notify you of the change. For example, we may send a message to your email address, if we have one on file, or generate a pop-up or similar notification when you access the B.PLAT Service for the first time after such material changes are made. All amended Terms automatically take effect 30 days after they are made available through the B.PLAT Service, except that (i) disputes between you and B.PLAT will be governed by the version of the Terms that was in effect on the date the dispute arose, and (ii) if you do not agree with any changes to the Terms, you may terminate these Terms by ceasing use of the B.PLAT Service. Your continued use of the B.PLAT Service after revised Terms have become effective indicates that you have read, understood, and agreed to the current version of the Terms.

8. Prohibited Uses.

• Access to the B.PLAT Service from territories where its contents are illegal is prohibited. The B.PLAT Service is designed for customers in the United States. Those who choose to access the B.PLAT Service from other locations do so at their own initiative and are responsible for compliance with all applicable local laws and rules, including, without limitation, laws and rules about the internet, data, email, and privacy. You also agree and understand that your data may be transferred to other jurisdictions for processing.

• You may not use the B.PLAT Service in any manner that in our sole discretion could damage, disable, overburden, or impair it or interfere with any other party’s use and enjoyment of the B.PLAT Service. You may not attempt to gain unauthorized access to the B.PLAT Service, or any part of it, other accounts, computer systems or networks connected to the B.PLAT Service, or any part of them, through hacking, password mining or any other means, or interfere or attempt to interfere with the proper working of the B.PLAT Service or any activities conducted on the B.PLAT Service. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available to you through the B.PLAT Service. You may not modify the B.PLAT Service in any manner or form, nor use modified versions of the B.PLAT Service.

• The B.PLAT Service may contain robot exclusion files. You agree that you will not use any robot, spider, scraper, or other automated means to access the B.PLAT Service for any purpose without our express written permission. You further agree that you will not bypass our robot exclusion files or other measures we may use to prevent or restrict access to the B.PLAT Service.

9. Feedback.

You may provide B.PLAT with information and feedback regarding the features and performance of the B.PLAT Service, and information regarding any and all failures, errors, or other malfunctions in the Service along with any associated error messages (the “Feedback”). You hereby grant B.PLAT a perpetual, irrevocable, royalty-free, fully paid, unrestricted right and license to use any and all such Feedback, information, and materials for any purpose.

10. Ownership; Proprietary Rights.

The B.PLAT Service is owned and operated by B.PLAT, LLC. The visual interfaces, graphics, design, compilation, information, computer code, products, software, services, B.PLAT name and logos and all other elements of the Apps and other aspects of the B.PLAT Service provided by B.PLAT (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws; international conventions; all other relevant intellectual property and proprietary rights; and all other applicable laws. Except for your Merchant Submissions, all Materials, including all intellectual property rights therein, belong to B.PLAT or its affiliates and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to B.PLAT or its affiliates, except that trademarks, service marks, and trade names relating to Third-Party Materials (as defined below) are the property of their respective owners. Except as expressly authorized by B.PLAT, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.

11. Payment Card Encryption; Processing and Use of Transaction Information. 

To provide your customers with the B.PLAT Service and certain discounts, it is necessary for B.PLAT to facilitate real-time notifications, promotions, and benefits, with certain third-party service providers, payment card networks (such as Visa, MasterCard, and American Express (the “Payment Card Networks”), participating merchants, and payment processors. Your customers authorize B.PLAT and such third-party service providers retained by B.PLAT to capture and use their Payment Card number to track and view transactions they have made with B.PLAT’s participating merchants. Your customers agree that B.PLAT may view their future transactions made with participating merchants. Separately, the sharing, exchange, and processing of your customers’ transaction history by and among B.PLAT, B.PLAT’s third-party service providers, Payment Card Networks, participating merchants, and the payment processor for your customers’ transactions are described in the Privacy Policy.

Special Notes for Visa, MasterCard, and American Express Cardholders:

• By registering their Visa, MasterCard, or American Express card to their B.PLAT account, your customers agree that Visa, MasterCard, and American Express may provide transaction information as described in these Terms. Not all Visa, MasterCard, and American Express cards are eligible for registration and not all transactions with your customers’ registered Visa, MasterCard, and American Express cards are tracked by Visa, MasterCard, and American Express. Without limitation, Visa, MasterCard, and American Express Corporate cards; Visa, MasterCard, and American Express Purchasing cards; non-reloadable prepaid cards; government-administered prepaid cards (including EBT Visa, MasterCard, and American Express cards); healthcare (including Health Savings Account (HSA) and Flexible Spending Account (FSA) Visa, MasterCard, and American Express cards) or insurance prepaid cards; Visa, MasterCard, and American Express Buxx; and Visa, MasterCard and American Express-branded cards whose transactions are not processed through the Visa, MasterCard and American Express U.S.A. payment system are not eligible to participate.

• Not all transactions made by your customers’ registered Visa, MasterCard, and American Express payment cards can be monitored by Visa, MasterCard, and American Express for purposes of the B.PLAT program. Your customers should not use a Personal Identification Number (PIN) when paying for their purchases with their Card if they want the transaction to be eligible for rewards or offer completion. You acknowledge that Visa, MasterCard, and American Express may be unable to monitor every transaction made with your customers’ enrolled Visa, MasterCard, and American Express card, including PIN-based purchases; purchases your customers initiate through identification technology that substitutes for a PIN; payments made through other payment methods (such as a digital wallet or a third-party payment app, where your customers may choose their Visa, MasterCard, and American Express card as a funding source but do not present their card directly to the merchant); payments of existing balances, balance transfers, or transactions that are not processed or submitted through the Visa, MasterCard, and American Express U.S.A. Inc. payment system; and that these transactions are not eligible.

B.PLAT receives data from merchants through the third party used by the merchant to register with the B.PLAT service. Currently, only merchants that use Shopify, Stripe, or Visa can register for merchant accounts with B.PLAT. B.PLAT matches the customer’s name, last 4 digits of their card, and the total amount of their sale with the data B.PLAT receives from the customer’s credit card that is connected to the app. B.PLAT does not store data. B.PLAT uses data to match and verify purchases made at partner vendors on the app.

Visa merchants will only reward payments made by a customer and their friends using a Visa card. All other merchants can reward payments made using any type of payment method.

12. Third-Party Sites, Products and Services; Links.

The B.PLAT Service includes links or content relating to third-party web sites, products, and services, solely as a convenience to your customers (“Third-Party Materials”). B.PLAT does not endorse any such Third-Party Materials or the information, material, products, or services referenced in the Third-Party Materials. Furthermore, B.PLAT makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through Third-Party Materials. YOUR USE OF THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES REFERENCED IN THE THIRD-PARTY MATERIALS IS SOLELY AT YOUR OWN RISK.

Your correspondence, business, and other dealings with advertisers or other third-party service providers encountered on or through the B.PLAT Service are solely between you and such third parties. YOU AGREE THAT B.PLAT WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF SUCH THIRD PARTIES ON THE B.PLAT SERVICE.

13. Release from Disputes with Third Parties.

If you have a dispute with another user of the B.PLAT Service, or the provider of any linked third-party site, or any other third party arising in connection with your use of the B.PLAT Service, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code § 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

14. Notice.

Except as explicitly stated otherwise, legal notices will be served on B.PLAT at 223 Bedford Avenue #1015, Brooklyn, NY 11211. Legal notices will be served on you at either the email or physical address that you provide to B.PLAT during the registration process. Notice by email will be deemed given 24 hours after the email is sent unless the sending party is notified that the email address is invalid. Notice given by either party by mail will be deemed given three days after the date of mailing.

15. Termination.

• By B.PLAT. You agree that B.PLAT, in its sole discretion and for any or no reason, may at any time terminate any account (or any part thereof) you may have with B.PLAT or use of the B.PLAT Service and remove and discard any or all part of your account and any content uploaded by you. B.PLAT may also in its sole discretion and at any time discontinue providing access to the B.PLAT Service, or any part thereof, with or without notice. You agree that any termination of your access to the B.PLAT Service or any account you may have or any portion thereof may be affected without prior notice, and you agree that B.PLAT will not be liable to you or any third party for any such termination. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the B.PLAT Service may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies B.PLAT may have at law or in equity.

• By You. You may terminate your account, this Agreement, and your right to use the B.PLAT Service at any time and for any reason or no reason, by contacting B.PLAT customer support at support@b-plat.net, and immediately discontinuing all use of the B.PLAT Service.

• Survival. Sections 5, 7, and 10 through 20 will survive any termination of these Terms.

16. Disclaimers; No Warranties.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, B.PLAT AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS (INCLUDING PAYMENT CARD NETWORKS OR PAYMENT PROCESSORS) EXPRESSLY DISCLAIM ANY WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND NON-INFRINGEMENT. B.PLAT DOES NOT WARRANT THE DATA, CONTENT, ANALYTICS, FEATURES, OR INFORMATION PROVIDED THROUGH THE B.PLAT SERVICE TO BE UNINTERRUPTED, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR USE OF THE B.PLAT SERVICE.

BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

17. Limitation of Liability and Damages.

UNDER NO CIRCUMSTANCES WILL B.PLAT OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, PAYMENT CARD NETWORKS, OR THIRD-PARTY PARTNERS OR SUPPLIERS (INCLUDING PAYMENT CARD NETWORKS OR PAYMENT PROCESSORS) BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OR RELATED TO THE B.PLAT SERVICE, EVEN IF B.PLAT OR A B.PLAT AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL B.PLAT’S OR ITS AFFILIATES’, CONTRACTORS’, EMPLOYEES’, AGENTS’, PAYMENT CARD NETWORKS’, OR THIRD-PARTY PARTNERS’ OR SUPPLIERS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE B.PLAT SERVICE (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE B.PLAT SERVICE DURING THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM.

BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

18. Indemnification.

You (and your Subscribing Organization, if applicable) agree to indemnify, defend, and hold B.PLAT, its affiliates, contractors, employees, agents and its affiliates, suppliers (including payment card networks and payment processors), licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the B.PLAT Service, your violation of these Terms or any law or regulation, or any breach of the representations, warranties, and covenants made by you in these Terms. B.PLAT reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify B.PLAT, and you agree to cooperate with our defense of these claims. B.PLAT will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

19. Digital Millennium Copyright Act Compliance.

B.PLAT respects the intellectual property rights of others and does not permit copyright-infringing activities on the B.PLAT Service. If you are a copyright owner or an agent thereof, and you believe that any content hosted on the B.PLAT Service infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Designated Copyright Agent with the following information in writing (see 17 U.S.C. § 512(c)(3) for further detail):

• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the B.PLAT Service are covered by a single notification, a representative list of such works at the B.PLAT Service;

• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit B.PLAT to locate the material;

• Information reasonably sufficient to permit B.PLAT to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;

• A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

• The B.PLAT Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows: Copyright Agent at B.PLAT LLC, 223 Bedford Avenue #1015, Brooklyn, NY 11211, or by email at copyright@b-plat.net. For clarity, only DMCA notices should go to the B.PLAT Designated Copyright Agent. Any other feedback, comments, requests for technical support, or other communications should be directed to B.PLAT customer service through info@b-plat.net. You acknowledge that if you fail to comply with all of these requirements, your DMCA notice may not be valid.

20. Miscellaneous.

These Terms shall be governed in all respects by the laws of the State of New York as they apply to agreements entered into and to be performed entirely within New York between New York residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against B.PLAT must be resolved by a court located in the Eastern District of New York, unless agreed in writing otherwise by the parties. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be reformed to the minimum extent necessary to make it valid and enforceable, or, if not capable of reformation, will be deemed severable from these Terms, and will not affect the validity and enforceability of any remaining provisions. The Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, including by operation of law or otherwise, but may be assigned by B.PLAT without restriction. The heading references herein are for convenience only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions herein. These Terms (including the Privacy Policy, and any and all Guidelines) are the entire agreement between you and B.PLAT relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to the Terms or Guidelines made by B.PLAT as set forth above. Failure by B.PLAT at any time to require performance of any provision of these Terms will in no manner affect our right to enforce the same at a later time.

21. Opting out

If you no longer wish to be a part of the B.PLAT program, simply contact support@b-plat.net to opt out of B.PLAT services.

The services hereunder are offered by B.PLAT LLC., located at 223 Bedford Ave. #1015, Brooklyn, NY 11211; B.PLAT may be contacted by email at info@b-plat.net. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.