Terms Of Service You (referred to herein as “Licensee”) have registered an online account with Black Business Boom, LLC (“Black Business Boom”, “we”, or “us”) to deliver your loyalty plans, rewards, discounts, and/or promotions to individuals through Black Business Boom’s Services (defined below). To agree to these Terms of Use, click “I ACCEPT”. If you do not agree to these terms, or if you do not have the authority to enter into these Terms of Use, do not click “I ACCEPT”, and do not use the Services. 1. Terms of Use. Black Business Boom’s agreement to transact business with Licensee is subject to Licensee’s agreement to all of the terms herein without modification. Black Business Boom reserves the right to change these Terms of Use at any time, effective immediately upon posting on its website. If Licensee violates these Terms of Use, Black Business Boom may immediately terminate Licensee’s use of the Services, and/or take appropriate legal action against Licensee. 2. Definitions. 2.1. “Licensee Content” shall mean digital promotional and marketing material, including loyalty programs, provided by Licensee for provision of its Promotions via the Services to Subscribers, including any Licensee trade name, trademark, service mark and logos. 2.2. “Promotion” means any loyalty plans, rewards, discounts, and/or promotions of Licensee and other Black Business Boom customers. 2.3. “Services” means Black Business Boom’s online Get-Perked platform, including without limitation the related websites and applications; APIs, software, technology, and documentation; all data and other information collected, obtained, derived or generated through use of the Services; and all content (excluding any Promotion) available on or through the Services. 2.4. “Subscriber” means an individual that has registered to use Black Business Boom’s Get- Perked mobile application to receive Promotions and opted in to receive messages via SMS, beacon or geofence, if applicable. 3. Promotions. 3.1. Black Business Boom will make Promotions available to Subscribers through the Services. 3.2. If Licensee fails to comply with the Terms of Use, Black Business Boom, in addition to all other remedies available to it at law and equity, may: (a) suspend performance of its obligations under these Terms of Use, until Licensee’s breach has been cured; or (b) terminate these Terms of Use without further liability, obligation or penalty. 3.3. Black Business Boom may terminate or suspend any Promotion at any time for any reason, with or without notice. 3.4. Black Business Boom will collect data arising from or relating to Subscribers’ registration and interactions with Promotions (including clicking, viewing, and redemption data). “Subscriber Data” means all such Subscriber data and information collected, generated, derived or obtained by Black Business Boom. 4. Email Support. 4.1. Black Business Boom shall provide email support to Licensee Monday through Friday (holidays excluded) between the hours of 9:00 a.m. and 5:00 p.m., Eastern Standard Time, with respect to questions regarding the Services. Hours of service are subject to change at any time by Black Business Boom without notice. 4.2. Licensee will provide Subscriber support relating to Licensee’s Promotions. 5. License Grant. 5.1. Subject to the terms and conditions of these Terms of Use, Black Business Boom hereby grants to Licensee a limited, non-exclusive, non-sublicenseable, non-transferable, revocable license within the United States during the term of these Terms of Use solely to access and use the Services to (i) manage and maintain Licensee’s account; (ii) implement Licensee’s Promotions in accordance with these Terms of Use; and (iii) send and receive notifications, reports, and other information to and from Black Business Boom; 5.2. Subject to the terms and conditions of these Terms of Use, Licensee hereby grants to Black Business Boom a non-exclusive, non-sublicenseable, non-transferable, royalty-free license during the term of these Terms of Use to (i) serve Licensee’s Promotions, including Licensee Content, to Subscribers via the Services; and (ii) use Licensee’s trade name, trademark, service mark and logos in connection with Licensee’s Promotions and in presentations, marketing materials, financial reports, and general listings of customers. 5.3. Except as expressly provided herein, neither party will use the other party’s trade name, trademark, service mark and logos (“Marks”) without such party’s prior written consent. Each party agrees to use the other party’s Marks in accordance with such party’s then current trademark usage guidelines. All goodwill associated with a party’s use of the other party’s Marks will inure solely to the benefit of the Mark owner and neither party will take any action to damage the goodwill associated with the other party or its Marks. 6. Requirements and Restrictions. 6.1. Requirements. Licensee represents and warrants that Licensee Content and Licensee Promotions do not contain content that: a. violates, or encourages conduct that violates, laws, statutes, ordinances, and regulations; b. violates a third party’s copyrights, trade secrets, trademarks, privacy rights, publicity rights, or other intellectual property or proprietary rights; c. Licensee does not have the right to disclose under any law, contractual obligation, or fiduciary relationship; d. is sexually explicit, pornographic, obscene, defamatory, libelous, threatening, harassing, hateful, discriminatory, racially or ethnically offensive, abusive, violent, humiliating to or bullying of other people, or otherwise inappropriate, as deemed by Black Business Boom in its sole discretion; e. is fraudulent, false, misleading, or deceptive; f. may create a risk of harm, loss, emotional distress, or physical or mental injury to any person or animal; g. is harmful to or exploitive of children, or that includes images or videos of children without first obtaining the consent of their parent or guardian; h. sends, facilitates, or promotes illegal games, contests, spam, surveys, unsolicited advertising or promotional materials, pyramid schemes or chain letters; i. disseminates malware, spyware, adware, viruses, Trojan horses, trap doors, worms, time bombs, cancelbots, corrupted files or any other similar software, files, or programs that may (i) damage or adversely affect the operation of the software, hardware of systems of any user, or (ii) interfere with, intercept or expropriate any personal information; j. impersonates another person or entity; or k. promotes gambling, ammunition and/or firearms, tobacco products, illegal drugs or other illegal activity such as unlicensed pharmaceuticals, unlicensed healthcare providers or services, unlicensed pharmacies and studies or clinical trials that are not conducted pursuant to FDA approval or standards. 6.2. Licensee shall not directly or indirectly, or knowingly permit other persons to distribute, modify, adapt, translate, reverse engineer, decompile or disassemble or attempt to derive the source code for any software used to operate the Services. 6.3. Licensee shall not reproduce, copy, duplicate, alter, tamper with, sell, resell, rent or trade the Services. 6.4. Licensee shall be solely responsible and liable for the accuracy, integrity, and validity of Licensee’s Promotions. 6.5. Black Business Boom may provide Licensee with certain Subscriber Data pertaining solely to Subscriber interactions with Licensee’s Promotions. Licensee warrants that it shall at all times comply with Black Business Boom’s privacy policy and all applicable laws, rules and regulations with respect to all Subscriber Data and any use thereof. 6.6. Licensee shall not use any Promotion, or any part thereof, in any communication, including electronic and text messages, unless (a) Licensee obtains express prior consent from the intended recipients to receive such communications; and (b) Licensee complies with its privacy policy and all applicable laws, statutes, and regulations, including but not limited to CAN SPAM and the Telephone Consumer Protection Act. In no event shall any such communication identify Black Business Boom or any Licensee as a sender or sponsor of such communication. 7. SMS Terms. Licensee desires Black Business Boom to (i) transmit Licensee Content to wireless devices of Subscribers via SMS, and (ii) receive from Subscribers SMS reply or mobile origination messages where agreements with telecommunication network services (each a “Carrier”), billing capabilities and connections allow. 7.1. Licensee Content Delivery and Opt-Out Message Receipt Limitations: Black Business Boom does not guarantee Licensee Content delivery to Subscribers, and will bear no liability to Licensee or any third party for failing to deliver. In no event shall Black Business Boom be responsible for limitations on Licensee Content by Carriers or Licensee Content not-approved by Carriers. Black Business Boom does not control delivery of ‘Opt-Out’ messages from Subscribers and will not be responsible or liable for the delivery of SMS to any Subscriber unless and until Black Business Boom actually receives the ‘Opt-Out’ message from the Subscriber. 7.2. Licensee Content Rejection, Conduit, Disclaimer: Black Business Boom may at its sole discretion reject sending all or part of any Licensee Content to Subscribers. Black Business Boom will not be liable for rejecting any Licensee Content. Licensee agrees that Black Business Boom is acting as a passive conduit for the delivery of Licensee Content provided by