BY CLICKING THE “ACCEPT” BUTTON OR REGISTERING TO USE THE MOBILE APP, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM.

Your use of the BLE-The Black Effect Mobile App (the “Mobile App”) and any Services, as defined below, is subject to these terms and conditions of use, as modified from time to time (these “Terms”). The Mobile App is licensed, not sold, to you for use under the terms of this non-exclusive license. The licensor, BLE-The Black Effect LLC, a Missouri limited liability company (“BLE” or “we” or “us” or “our”) reserves all rights not expressly granted to you. If you do not accept these Terms, do not download, install, or use the Mobile App and/or delete the Mobile App from your Device (defined below). The Mobile App is available through marketplaces that distribute Android OS and Apple iOS applications (each, a “Marketplace”), including the Apple App store, Google Play, and certain other equivalent or successor marketplace, that may have additional terms, conditions, or usage rules that govern your use of the Mobile App if you download or install the Mobile App through such Marketplace (the “Marketplace Terms”). These Terms also incorporate our BLE-The Black Effect Mobile App Privacy Policy and any payment terms and other requirements set forth on the download or purchase page through which you download the Mobile App (collectively, “Other Terms”), to the extent the Other Terms do not conflict with these Terms.

1. Scope. You agree that your use of the Mobile App is subject to these Terms by clicking “accept” or by registering in the Mobile App. If you do not have the option to click “accept” or register then your continued access or use of the Mobile App constitutes acceptance of these Terms. Upon payment of the applicable fees, if any, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to use the Mobile App for your personal, non-business use on a personal computer, tablet, or mobile device, including but not limited to a iOS device, Android OS device or any other compatible personal electronics device (each a “Device”) that you own or control and in compliance with these Terms and any applicable Marketplace Terms. You give us consent to send you communications, disclosures, and notices e-mail from time to time and subject to the opt-out provisions of the Other Terms, if any. Any applicable Marketplace through which you received the Mobile App is a third party beneficiary of these Terms and the Marketplace or its parent or subsidiaries may enforce these Terms, up to and including removal of the Mobile App from the Marketplace and any Device for any violation of these Terms or the Marketplace Terms. You may reinstall the Mobile App on Device(s) that you own and control as permitted by the Marketplace Terms.

2. Restrictions on Use. You agree that you will not use or access the Mobile App while operating any vehicle. These Terms do not allow you to use the Mobile App on any Device(s) that you do not own or control, and you may not distribute or make the Mobile App available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the Mobile App. You may not copy (except as expressly permitted by these Terms or the applicable Marketplace Terms), decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Mobile App, any Updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be required by the licensing terms governing use of any open sourced components included in the Mobile App). Any attempt to do so is a violation of the rights of BLE and its licensors. If you breach this restriction, you may be subject to prosecution and damages. The terms of the license will govern any upgrade we provide that replaces and/or supplements the Mobile App, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern. You acknowledge and agree that if we disable access to your user account, you may be prevented from accessing the Mobile App, your user account details or any files, information, settings or other content that is contained in your user account.

3. Consent to Use of Data. You agree that we may collect, retain and disclose information and data collected from you in accordance with the Other Terms. You hereby consent, as a condition of your use of the Mobile App or Services, to the collection, use, processing and transfer of personal data as described in these Terms and the Other Terms. You understand that we may collect and retain personal or non-public information about you, including, without limitation, your name, email address, social media information or profile, and geolocation data (collectively the “Data”) for the purpose of providing you with the Mobile App and Services, fraud prevention. You further acknowledge and agree that we may provide Data to our affiliates, suppliers, vendors and/or their agents and employees, and that such parties may transfer Data amongst themselves, as necessary for the provision of the Mobile App or Services to you. While we will use commercially reasonable efforts to safeguard your Data that is transmitted while using the Mobile App and Services, we do not warrant that the Data will be transported without unauthorized interception or modification or that the Data will not be accessed or otherwise compromised by unauthorized third parties. For purposes of clarification, you acknowledge and agree that we may transfer your Data: (a) to third parties assisting us in providing the Mobile App and Services as well as under circumstances described in the Other Terms; (b) with third parties that, as further described in the Other Terms, provide support, marketing or advertising services to us or to you on our behalf; or (c) as otherwise permitted or required by law from time to time.

4. Updates. We may from time to time in our sole discretion develop and provide updates to the Mobile App, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Device settings, when your Device is connected to the internet either:

a. The Mobile App will automatically download and install all available Updates; or

b. you may receive notice of or be prompted to download and install available Updates.

You shall promptly download and install all Updates and acknowledge and agree that the Mobile App or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Mobile App and be subject these Terms.

5. Responsibility for User Name and Password. You may never use another user’s user account without permission. When creating your user account, you must provide accurate and complete information. You acknowledge and agree that you will be responsible for each and every access or use of the Mobile App or Services with your user name and password, and that we are authorized to accept your user name and password as conclusive evidence that you wish to use the Mobile App and Services, including, without limitation, any payments or information that you request or provide via the Mobile App or Services pursuant to these Terms. We shall have no liability or responsibility to monitor the use of your user name and password.

6. User Generated Content. You grant us, our affiliates and any related entities, a worldwide, royalty-free, perpetual, irrevocable, non-exclusive right and fully sub-licensable license to use, copy, reproduce, distribute, display, modify, adapt, translate, archive, store, and create derivative works from any information which you provide to us through the Mobile App or Services (“User Generated Content”), in any form, format, or medium, of any kind now known or later developed. You waive any moral rights you might have with respect to any User Generated Content you provide to us. You also grant us the right to use any material, information, ideas, concepts, know-how or techniques contained in any communication you provide or otherwise submit to us for any purpose whatsoever, including but not limited to, commercial purposes, and developing, manufacturing and marketing commercial products using such information. All rights in this paragraph are granted without the need for additional compensation of any sort to you and shall survive termination of the license under these Terms.

You acknowledge that we may or may not pre-screen User Generated Content, and we have the right (but not the obligation), in our sole discretion, to move, remove, block, edit, or refuse any User Generated Content for any reason, including without limitation, that such User Generated Content violates the Other Terms or is otherwise objectionable. We do not promise the accuracy, integrity, or quality of the User Generated Content and do not endorse it in any manner. All User Generated Content provided on or via the Mobile App is the sole responsibility of the person who provided it.

7. Termination. The license granted under these Terms is effective until terminated by you or us. Your rights under these Terms will terminate automatically by: (a) written notice from us; or (b) without notice from us if you fail to comply with any of these Terms. You may terminate your license under these Terms by removing and destroying all copies of the Mobile App from your Device(s) and terminating your user account. Upon termination of the license, you shall cease all use of the Mobile App, and destroy all copies, full or partial, of the Mobile App.

8. Intellectual Property Rights. You agree that the Mobile App, and every component thereof, contain proprietary content, information and material that is owned by us and/or our licensors and protected by applicable intellectual property and other laws, including but not limited to copyright. You agree not to use such proprietary content, information or materials in any way whatsoever except for permitted use of the Mobile App and Services as set forth herein. No portion of the Mobile App or Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Mobile App or Services, in any manner, and you shall not exploit the Mobile App or Services in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity. You further agree not to use the Mobile App or Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that we are not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that you may receive as a result of using the Mobile App or any of the Services.

9. Third Party Materials. The Mobile App and/or certain Services may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) (“Third Party Materials”) or provide links to certain third party web sites. By using the Mobile App and/or Services, you acknowledge and agree that we are not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or web sites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party Services, Third Party Materials or web sites, or for any other materials, products, or services of third parties. Third Party Materials and links to other web sites are provided solely as a convenience to you. Location data provided by any Services is for basic navigational purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property, environmental or any other damage. Neither we, nor any of our content providers, guarantee the availability, accuracy, completeness, reliability, or timeliness of stock information or location data displayed by any Services.

In addition, third party Services and Third Party Materials that may be accessed from, displayed on, or linked to from the Device(s) are not available in all languages or in all countries. We make no representation that such Services and Third Party Materials are appropriate or available for use in any particular location. To the extent you choose to access such Services or Third Party Materials, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. We, and our licensors, reserve the right to change, suspend, remove, or disable access to any Services at any time without notice. In no event will we be liable for the removal of or disabling of access to any such Services. We may also impose limits on the use of or access to certain Services, in any case and without notice or liability.

10. NO WARRANTY. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE MOBILE APP AND SERVICES IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MOBILE APP AND ANY SERVICES PERFORMED OR PROVIDED BY THE MOBILE APP ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND BLE HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE MOBILE APP AND ANY SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. BLE DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE MOBILE APP, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE MOBILE APP WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE MOBILE APP OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE MOBILE APP OR SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY BLE OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE MOBILE APP OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

11. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL BLE BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE MOBILE APP OR SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF BLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall BLE’s total liability to you for all damages exceed the price paid for the Mobile App, or if no price is paid, an amount of twenty-five dollars ($25.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

12. Indemnification. To the fullest extent permitted by law, You hereby agree to indemnify, defend and hold harmless BLE and any of its directors, officers, managers, agents, employees, representatives, shareholders, parent entities subsidiaries, affiliates, related persons and entities and their successors and assigns (collectively the “Indemnitees”) against any and all liability, loss, claims, demands, suits, costs, fees, expenses (including but not limited to the reasonable fees and expenses of attorneys and expert witnesses), punitive damages, penalties and civil fines (to the fullest extent allowed by applicable laws and regulations), allegedly or actually arising out of, resulting from or relating to: (a) Your breach of a representation or warranty in these Terms, (b) Your breach of any covenant or obligation in these Terms, and (c) Your use of the Mobile App or Services in general, whether or not such use is authorized by these Terms, including, without limitation, any claims made by other users of the Mobile App or the Marketplace through which you acquired the Mobile App and any other claims made by third parties, due to your use of the Mobile App or Services. Your indemnification obligations under this paragraph will survive termination of these Terms for any reason.

13. Domestic Use; Language. BLE makes no representations that any part of Mobile App or any Services are appropriate or available for use in locations other than the United States or in languages other than English. Those who choose to access the Mobile App from locations outside of the United States do so on their own initiative and are solely responsible for compliance with any and all applicable local laws.

You may not use or otherwise export or re-export the Mobile App except as authorized by United States law and the laws of the jurisdiction in which the Mobile App was obtained. In particular, but without limitation, the Mobile App may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Mobile App, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Mobile App for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of missiles, nuclear, or chemical or biological weapons.

14. Commercial Items. The Mobile App and related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items, and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights are reserved under the copyright laws of the United States.

15. Governing Law; Jurisdiction. The laws of the State of Missouri, excluding its conflicts of law rules, govern these Terms and your use of the Mobile App. Your use of the Mobile App may also be subject to other local, state, national, or international laws. You irrevocably submit, consent, and agree to the exclusive venue, jurisdiction, and personal jurisdiction of any Federal or State court located in Jackson County, Missouri, for the purpose of any claim brought under these Terms or your use of the Mobile App or Services against BLE. The parties expressly agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms and shall not be used in any manner with respect to the interpretation or enforcement of these Terms.

16. Amendments. These terms may be amended by us at any time and such changes shall be immediately effective upon posting the same in a Marketplace, the Mobile App or our website (https://theble.org). If you do not agree to any amendment, your sole remedy is to terminate these Terms by providing notice to us. If you do not terminate these Terms and continue to use the Mobile App or Services, then your silence will be deemed an acceptance of the amendments.

17. Survival of Terms. All payment obligations, disclaimers of warranties, limitations of liability, indemnification obligations, governing law and dispute resolution provisions, or any other provisions which by their nature would be deemed to survive, shall survive termination of these Terms for any reason.

18. Assignment; Sublicensing. You may not assign, sublicense, lease or otherwise transfer any part of the Mobile App or Services to, or permit their use by, any other person without our prior written consent, in each instance. We may assign these Terms without your consent to any other party so long as such party agrees to be bound by its provisions.

19. Waiver. Our waiver of any condition or covenant of these Terms, or our failure to exercise a right or remedy available to us, shall not constitute a further waiver of the same or any other condition, covenant, right or remedy.

20. Severability. If any provision of these Terms is held to be invalid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability shall not effect any other provision hereof and such other provisions shall be interpreted and construed as if the invalid, illegal or unenforceable provisions had never been contained herein.

21. Attorney’s Fees. In addition to any other right or remedy provided to us in these Terms, if we prevails against you, in whole or in part, in any action to enforce the provisions of these Terms, whether for injunctive relief or damages or both, then in addition to all other damages or relief, we shall also be entitled to recover from you the costs and expenses incurred in the successful pursuit of such action or portion thereof, including reasonable attorneys’ fees.

22. Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE MOBILE APP MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

23. Contact. If you have any questions or concerns about these Terms or the Mobile App then please contact [email protected]. A current copy of these Terms are available at https://theble.org/tos.