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TRES NETWORK, INC.

TERMS OF USE

Version 2.1 | Last revised: May 11, 2026 | Website: www.jointres.co


1. Introduction; Acceptance of Terms

These Terms of Use (these "Terms") govern your access to and use of the websites, applications, dashboards, databases, workflow tools, community discovery tools, campaign management tools, payment workflows, analytics, reporting tools, managed service interfaces, and related products and services made available by Tres Network, Inc., a Delaware corporation ("TRES," "Company," "we," "us," or "our") (collectively, the "Platform").

By visiting our website, creating an account, executing a Service Order that references these Terms, using or accessing the Platform, interacting with us through the Platform, or submitting anything to us through the Platform, you agree to be bound by these Terms and any additional terms, policies, rules, order forms, service orders, product-specific terms, or written agreements that apply to your use of the Platform (collectively, the "Agreement").

All references to "you," "your," or "user" mean the person accessing or using the Platform. If you access or use the Platform on behalf of a company, brand, agency, community, venue, creator, organization, or other entity, you represent that you have authority to bind that entity, and "you" includes that entity.

If you do not agree to these Terms, you may not access or use the Platform. You must be at least eighteen (18) years old and legally capable of entering into binding contracts to use the Platform.

2. Relationship Between These Terms, Service Orders, and Other Agreements

A "Service Order" means an order form, statement of work, invoice, online order, campaign brief, or other written ordering document accepted by TRES that describes the applicable subscription, services, fees, term, managed services, campaign scope, usage limits, or other commercial terms.

Each Service Order is incorporated into and governed by these Terms. If there is a conflict between these Terms and a Service Order, the Service Order controls only for its specific subject matter. Any purchase order, vendor portal term, invoice term, or similar customer-provided term is rejected and has no effect unless expressly agreed to in writing by TRES.

Where a user accesses the Platform under an agreement between TRES and that user's employer, client, agency, brand, community, or other organization, the user must comply with both these Terms and any additional obligations imposed by that organization.

3. Overview of the Platform

TRES provides a technology platform and related services that help brands, agencies, and other marketers discover, evaluate, contact, manage, activate, and measure relationships with communities and community leaders for community marketing campaigns.

The Platform may include AI-enabled search and discovery, proprietary community databases, social and community data, outreach workflows, messaging tools, campaign management tools, community partner coordination, payment facilitation, analytics, reporting, integrations, and managed service support.

The Platform is intended to facilitate community marketing opportunities. Unless expressly stated otherwise in a Service Order, TRES does not guarantee any particular community partner, audience, venue, activation, placement, response rate, sales result, conversion result, media result, brand lift, or other business outcome.

4. User Categories; Brand Users and Community Users

The Platform may be used by brands, agencies, marketers, and their representatives seeking to identify, book, sponsor, brief, compensate, or otherwise collaborate with communities ("Brand Users").

The Platform may also be used by community leaders, hosts, creators, venues, clubs, organizations, groups, and other third parties that offer or participate in community marketing opportunities ("Community Users"). A user may act as both a Brand User and a Community User.

Community Users are independent third parties and are not employees, agents, partners, or representatives of TRES. Brand Users and Community Users are solely responsible for the commitments they make to each other, including campaign specifications, event details, product delivery, approvals, brand guidelines, community requirements, and performance of agreed activations.

TRES may facilitate discovery, communication, coordination, contracting workflows, payments, reporting, and related support. Except where TRES expressly agrees in a Service Order to provide managed services directly, TRES is not a party to the underlying relationship between a Brand User and a Community User and does not control the conduct, availability, quality, legality, safety, or results of any Community User or campaign activation.

5. Account Registration and Account Security

To access certain features of the Platform, you may be required to create an account and provide information such as your name, business name, email address, phone number, billing information, brand or community information, social media accounts, campaign requirements, and other information reasonably required to use the Platform.

You agree to provide accurate, current, and complete information and to keep that information up to date. TRES may suspend or terminate your account if information you provide is inaccurate, incomplete, misleading, unauthorized, or otherwise violates the Agreement.

You are responsible for safeguarding your account credentials and for all activity under your account, whether or not authorized by you. You must promptly notify TRES of any unauthorized use of your account or other suspected security incident.

6. User Representations and Warranties

You represent, warrant, and covenant that: (a) you have the right, power, and authority to enter into and perform under the Agreement; (b) you will comply with all applicable laws, rules, regulations, industry codes, platform rules, and third-party terms; (c) you will act professionally, responsibly, and in good faith in your interactions with TRES and other users; (d) you will provide accurate information and will not misrepresent your identity, affiliation, brand, community, campaign, audience, capabilities, or authority; (e) you will honor commitments you make through or in connection with the Platform; (f) you will obtain and maintain any permits, approvals, consents, insurance, registrations, licenses, or rights required for your activities; and (g) your use of the Platform will not conflict with any obligation you owe to any third party.

Brand Users are responsible for ensuring that their products, samples, offers, campaign materials, instructions, creative assets, claims, discount codes, tracking links, and activations comply with all applicable laws and industry rules, including advertising, consumer protection, privacy, sweepstakes, product safety, and regulated product requirements.

Community Users are responsible for ensuring that their communities, venues, events, communications, content, audiences, and activations are accurately described, lawful, safe, properly authorized, and consistent with any agreements, permits, leases, rules, or requirements applicable to them.

7. Marketplace and Activation Risk

You acknowledge that community marketing involves interactions with third parties, physical events, online communities, social platforms, venues, creators, and audiences. These interactions carry risks, including cancellation, low attendance, non-performance, miscommunication, product issues, safety issues, reputational issues, platform restrictions, content moderation, and failure to achieve expected commercial results.

Except to the extent expressly agreed in a Service Order, all risks arising from your interaction with other users, Community Users, Brand Users, venues, event attendees, social platforms, or other third parties are borne by you and not TRES.

TRES does not independently verify all credentials, claims, audiences, attendance figures, engagement metrics, legal permissions, insurance coverage, venue conditions, community descriptions, or user representations. You are responsible for conducting any diligence that you deem necessary before entering into or performing any activation, sponsorship, collaboration, or other transaction.

8. Managed Services; Cooperation

If a Service Order includes managed services, implementation services, onboarding, advisory services, campaign coordination, outreach, negotiation support, reporting, or other professional services, you agree to cooperate reasonably with TRES and provide timely information, approvals, access, product details, creative assets, brand guidelines, targeting criteria, community categories, campaign objectives, and other materials reasonably requested by TRES.

TRES will not be responsible for delays, missed deadlines, reduced campaign performance, or failure to perform to the extent caused by your delay, omission, inaccurate information, failure to approve, failure to deliver products or materials, or other act or omission.

Unless a Service Order states otherwise, any onboarding, implementation, training, campaign setup, or other one-time service components must be used during the applicable subscription or campaign term and do not roll over after expiration or termination.

9. Permitted Use of the Platform

You may use the Platform only for its intended business purposes and only in accordance with the Agreement. TRES grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Platform during the applicable term, subject to your compliance with the Agreement and payment of applicable fees.

You may not: (a) copy, sell, rent, lease, distribute, host, sublicense, or commercially exploit the Platform except as expressly permitted; (b) reverse engineer, decompile, disassemble, modify, or create derivative works of the Platform; (c) access the Platform to build or improve a competitive product or service; (d) scrape, crawl, harvest, or extract data from the Platform except through authorized functionality; (e) interfere with or disrupt the Platform; (f) attempt to gain unauthorized access to any account, system, or data; (g) bypass usage limits or security controls; (h) use the Platform for unlawful, fraudulent, misleading, abusive, or harmful purposes; or (i) remove or alter proprietary notices.

10. Restricted Businesses and Campaigns

TRES may refuse, restrict, suspend, or terminate access to the Platform or any campaign that involves unlawful, harmful, deceptive, unsafe, highly regulated, or otherwise restricted business activities.

Restricted businesses and campaigns may include, without limitation, unlawful products or services, counterfeit goods, infringement of intellectual property rights, deceptive or predatory practices, adult services or explicit sexual content, illegal drugs or drug paraphernalia, weapons, gambling, hate or extremist activity, harassment, exploitation of minors, self-harm, or any activity prohibited by TRES's payment processors, data providers, social platform partners, or other third-party service providers.

TRES may update its restricted business and campaign requirements at any time.

11. User Content; Customer Data; Brand Assets

"User Content" means any information, materials, campaign briefs, brand guidelines, creative assets, audience information, targeting parameters, instructions, posts, images, videos, copy, reviews, ratings, logos, trademarks, product information, social media content, community information, messages, data, feedback, or other content submitted, uploaded, shared, linked, or otherwise made available through the Platform by or on behalf of a user.

As between you and TRES, you retain ownership of your User Content. You grant TRES a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, reproduce, display, distribute, transmit, translate, modify, create derivative works from, and otherwise use User Content as reasonably necessary to provide, operate, improve, secure, and support the Platform and Services; facilitate campaigns and user interactions; comply with law; and exercise TRES's rights under the Agreement.

You represent that you have all rights, consents, licenses, permissions, and authority necessary to provide User Content to TRES and to grant the rights described in these Terms. You are solely responsible for the accuracy, legality, reliability, and appropriateness of your User Content.

TRES may use your name, logo, trademarks, and related brand assets to identify you as a customer or user of TRES in marketing materials, sales materials, investor materials, website materials, and other publicity, unless a Service Order states otherwise or you notify TRES in writing that such use is not permitted. TRES will not issue a joint press release or detailed case study using your name without your prior written consent.

12. Prohibited Content and Conduct

You may not submit, upload, transmit, publish, share, or use the Platform in connection with User Content that: (a) infringes or misappropriates third-party rights; (b) violates privacy, publicity, data protection, consumer protection, advertising, or other laws; (c) is false, misleading, fraudulent, deceptive, defamatory, obscene, threatening, harassing, hateful, discriminatory, abusive, or otherwise objectionable; (d) contains malware, viruses, or harmful code; (e) identifies or contacts any person without required consent; (f) promotes violence, terrorism, hate groups, self-harm, exploitation of minors, unlawful activity, or dangerous conduct; (g) includes spam or unauthorized commercial communications; or (h) violates any other TRES policy or third-party platform requirement.

TRES may monitor, review, remove, block, disable, limit, or refuse User Content or account access in its discretion, but has no obligation to do so.

13. Social Media Accounts and Third-Party Platforms

The Platform may allow you to connect, reference, import from, export to, or otherwise interact with social media accounts, ecommerce platforms, analytics tools, payment processors, communication tools, data providers, and other third-party products or services ("Third-Party Services").

You represent that you are authorized to connect or make available any Third-Party Services and related content, data, accounts, permissions, or credentials, and that doing so will not violate any third-party terms or rights.

TRES does not control Third-Party Services and is not responsible for their availability, accuracy, security, content, terms, fees, restrictions, outages, changes, or actions. Your relationship with each Third-Party Service is governed solely by your agreement with that third party.

14. Platform Data; Aggregated Data; AI and Analytics

TRES may collect, generate, analyze, and use data relating to the provision, use, performance, and operation of the Platform, including usage data, search data, campaign data, community data, analytics, performance data, and derived insights.

TRES may use such data to provide, maintain, secure, develop, improve, train, analyze, and support the Platform and other TRES products and services. TRES may disclose aggregated or de-identified data that does not identify you or any individual.

The Platform may use artificial intelligence, machine learning, automated analysis, or algorithmic ranking to support discovery, recommendations, outreach, analytics, reporting, and other features. Outputs are for informational and operational purposes only and may be incomplete, inaccurate, or not suitable for your specific use case. You are responsible for reviewing outputs before relying on them.

15. Fees, Subscriptions, Taxes, and Payment

You agree to pay all fees and charges set forth in the applicable Service Order, online checkout, invoice, or other ordering document. Unless otherwise stated in a Service Order, fees are due in advance, non-cancelable, and non-refundable.

TRES may offer monthly, annual, campaign-based, managed service, transaction-based, or custom subscription plans. Subscription fees, transaction fees, usage fees, and other charges may vary by plan and may be updated in accordance with the applicable Service Order or renewal terms.

All fees are exclusive of taxes, levies, duties, and governmental assessments, including sales, use, value-added, excise, withholding, and similar taxes, except taxes based on TRES's net income. You are responsible for all applicable taxes.

If you provide payment information, you authorize TRES and its payment processors to store such information and charge your payment method for amounts due. If payment cannot be processed, is overdue, or is disputed in bad faith, TRES may suspend or terminate access to the Platform and recover amounts owed. Payment disputes must be raised within fourteen (14) days after the charge or invoice date.

16. Subscription Term; Renewal; Cancellation

The term of any subscription or Service Order will be stated in the applicable ordering document. Unless the Service Order states otherwise, subscriptions renew for successive periods equal to the expiring term unless either party gives written notice of non-renewal at least thirty (30) days before the end of the then-current term.

Cancellation of an account does not terminate any Service Order, cancel any subscription fees or campaign fees already committed, or relieve you of payment obligations or liabilities arising before cancellation.

TRES has no obligation to renew any subscription, continue any campaign, or make the Platform available after expiration or termination of the applicable term.

17. Information Made Available Through the Platform

TRES may provide community information, audience information, contact information, suggested matches, search results, campaign suggestions, analytics, reports, benchmarks, content, or other information through the Platform. Such information is provided for business and informational purposes only and is not professional, legal, financial, tax, compliance, advertising, medical, or other regulated advice.

TRES does not guarantee that information made available through the Platform is complete, accurate, current, lawful for your intended use, or suitable for a specific campaign. You are responsible for independently reviewing and validating information before relying on it.

18. Ownership of the Platform; Feedback

TRES and its licensors own all right, title, and interest in and to the Platform, including all software, code, databases, models, workflows, designs, interfaces, text, graphics, logos, trade names, trademarks, service marks, content, data compilations, methodologies, documentation, and other materials made available by TRES.

No rights are granted except for the limited access rights expressly set forth in these Terms. You may not use TRES's name, marks, logos, or branding without prior written permission.

If you provide comments, ideas, suggestions, feature requests, or other feedback regarding the Platform ("Feedback"), TRES may use, copy, modify, publish, distribute, and exploit that Feedback for any purpose without restriction or compensation to you.

19. Privacy

TRES's collection, use, and disclosure of personal information is described in its Privacy Policy, as updated from time to time. By using the Platform, you acknowledge TRES's Privacy Policy.

You are responsible for providing any required notices and obtaining any required consents before submitting personal information, contact information, audience data, community data, customer data, or other information relating to individuals through the Platform.

20. Copyright and Trademark Infringement

TRES respects intellectual property rights and may remove or disable access to content alleged to infringe copyright, trademark, or other intellectual property rights. If you believe content on the Platform infringes your rights, please send a notice to TRES at the contact details below that includes: (a) your physical or electronic signature; (b) identification of the work or mark claimed to be infringed; (c) identification of the material claimed to be infringing and information sufficient to locate it; (d) your contact information; (e) a statement that you have a good faith belief that the disputed use is not authorized; and (f) a statement, under penalty of perjury, that the information in your notice is accurate and that you are the rights owner or authorized to act for the rights owner.

TRES may suspend or terminate accounts of users who repeatedly or materially infringe third-party rights.

21. Suspension and Termination

TRES may suspend, restrict, or terminate your access to all or part of the Platform at any time if TRES determines that: (a) you violated the Agreement; (b) your use of the Platform may expose TRES or others to liability; (c) your account or activity may compromise Platform security or integrity; (d) you failed to pay amounts due; (e) you engaged in fraudulent, abusive, harmful, or unlawful activity; or (f) suspension or termination is otherwise reasonably necessary to protect TRES, users, third parties, or the Platform.

After termination, your right to access and use the Platform will end immediately. Termination does not relieve you of any payment obligations or liabilities incurred before termination. Provisions that by their nature should survive termination will survive, including ownership, payment obligations, confidentiality obligations, disclaimers, limitations of liability, indemnification, dispute resolution, and general provisions.

22. Assumption of Risk; No Warranty

YOUR USE OF THE PLATFORM IS AT YOUR OWN RISK. THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRES DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, AND ERROR-FREE OPERATION.

TRES does not warrant that the Platform will be uninterrupted, secure, error-free, virus-free, or available at any particular time or location, or that any content, data, search results, recommendations, analytics, reports, integrations, or outputs will be accurate, complete, current, or suitable for your intended use.

23. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRES AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, SUPPLIERS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COST OF SUBSTITUTE SERVICES, OR DAMAGES ARISING FROM THIRD-PARTY CONDUCT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRES'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT OR THE PLATFORM WILL NOT EXCEED THE GREATER OF: (A) ONE THOUSAND U.S. DOLLARS ($1,000); OR (B) THE AMOUNTS PAID BY YOU TO TRES UNDER THE APPLICABLE SERVICE ORDER IN THE THREE (3) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

The limitations above apply regardless of legal theory, whether contract, tort, negligence, strict liability, warranty, statute, or otherwise, and are fundamental elements of the bargain between you and TRES.

24. Indemnification

You agree to indemnify, defend, and hold harmless TRES and its affiliates, officers, directors, employees, agents, licensors, suppliers, and service providers from and against any claims, demands, damages, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to: (a) your use of the Platform; (b) your User Content; (c) your products, services, campaigns, events, communities, venues, or activations; (d) your interaction with any Brand User, Community User, attendee, customer, or third party; (e) your violation of the Agreement or applicable law; or (f) your infringement or misappropriation of any third-party right.

TRES may control the defense of any indemnified claim at your expense, and you may not settle any claim without TRES's prior written consent.

25. Dispute Resolution; Arbitration; Class Action Waiver

Please read this section carefully. It requires certain disputes to be resolved by binding arbitration and limits the manner in which you may seek relief from TRES.

Before starting arbitration or litigation, the parties will attempt in good faith to resolve any dispute informally by written notice and a phone or video conference. If the dispute is not resolved within thirty (30) days after notice, either party may initiate binding arbitration administered by JAMS in New York, New York, under the JAMS rules then in effect, except that either party may seek injunctive or equitable relief in court to protect intellectual property rights, confidential information, data security, or Platform integrity.

Arbitration will be confidential. Judgment on the arbitration award may be entered in any court with jurisdiction. The prevailing party in any arbitration or permitted court action will be entitled to recover reasonable attorneys' fees and costs to the extent permitted by law.

YOU AND TRES WAIVE ANY RIGHT TO A JURY TRIAL. YOU AND TRES MAY BRING CLAIMS ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, REPRESENTATIVE, CONSOLIDATED, OR MASS ACTION.

26. Governing Law; Venue

These Terms and the Agreement are governed by the laws of the State of New York, without regard to conflict of law rules. For any dispute not subject to arbitration, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in New York, New York.

27. Changes to the Platform and These Terms

TRES may change, suspend, restrict, or discontinue all or part of the Platform at any time, with or without notice, and without liability to you.

TRES may update these Terms from time to time. The latest version will be posted on the Platform. If you continue to use the Platform after updated Terms become effective, you accept the updated Terms. If you do not agree to the updated Terms, you must stop using the Platform.

28. General Terms

The Agreement constitutes the entire agreement between you and TRES regarding the Platform and supersedes prior or contemporaneous agreements regarding the same subject matter, except for any Service Order or written agreement expressly incorporated into the Agreement.

If any provision is held invalid or unenforceable, the remaining provisions will remain in full force and effect. TRES's failure to enforce any provision is not a waiver. You may not assign or transfer the Agreement without TRES's prior written consent. TRES may assign the Agreement in connection with a merger, acquisition, financing, reorganization, sale of assets, or by operation of law.

Nothing in the Agreement creates any partnership, joint venture, agency, employment, fiduciary, franchise, or exclusive relationship between the parties. Neither party has authority to bind the other except as expressly stated in writing.

29. Contact Information

Tres Network, Inc.
Email: support@jointres.co
Website: www.jointres.co