Terms of Service

1. Agreement

These Terms of Service ("Terms") govern your use of bluprnyt.com and any related Bluprynt platform features (the "Service") operated by Bluprynt, Inc. ("the Company," "we," "us," or "our") (601 Massachusetts Avenue NW, Suite 500, Washington, DC 20001). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

2. Nature of the Service -- Not Legal Advice; Not a Broker-Dealer or Transfer Agent

Bluprynt is a compliance-automation software tool. The Service automates the drafting of state disclosure filings and the monitoring of transfer restrictions for Reg D and Reg A+ digital securities offerings. Nothing provided through the Service constitutes legal advice, investment advice, or regulatory counsel of any kind. The Service does not substitute for the advice of qualified securities counsel or a registered compliance professional.

Bluprynt, Inc. is not a law firm, a registered broker-dealer, or a registered transfer agent. The Company does not provide legal representation, execute securities transactions, or perform transfer-agent functions as defined under Section 17A of the Securities Exchange Act of 1934. Issuers remain solely responsible for their compliance obligations under applicable federal and state securities laws, including but not limited to Regulation D under the Securities Act of 1933, Regulation A+ (17 CFR 230.251-230.263), and applicable blue-sky statutes. The output generated by the Service should be reviewed by qualified legal counsel before submission to any regulatory authority.

Compliance teams using Bluprynt as a workflow tool in connection with broker-dealer or transfer agent operations remain responsible for their own applicable regulatory requirements, including FINRA rules and SEC Rule 17a-4 recordkeeping obligations.

3. Use of the Service

• You must be at least 18 years old or have the consent of a parent or legal guardian to use the Service.
• You agree not to use the Service for unlawful purposes, to interfere with its operation, or to attempt to gain unauthorized access to systems or data.
• You may not scrape, reverse-engineer, or copy the Service except as permitted by applicable law.
• You agree not to upload documents or data that you do not have the authority to submit for processing.

4. Intellectual Property

The Service, including all text, graphics, logos, and software, is owned by Bluprynt, Inc. or its licensors and is protected by U.S. and international intellectual-property laws. We grant you a limited, non-exclusive, non-transferable license to access the Service for its intended purpose. Disclosure drafts and compliance output generated for your specific offering are provided for your use; we do not claim ownership over the regulatory content of your output documents.

5. User Content and Uploaded Documents

You are responsible for any content you submit through the Service, including offering documents, issuer information, and compliance data. You represent that you have all necessary rights and authority to submit such content and to have it processed as described in our Privacy Policy. You grant us a limited license to use, store, and process the content as necessary to provide the Service. We will not use your offering documents or compliance data to train AI models without your explicit written consent.

6. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, BLUPRYNT, INC. DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE DISCLOSURE DRAFTS, TRANSFER RESTRICTION SCHEDULES, OR OTHER COMPLIANCE OUTPUT GENERATED BY THE SERVICE ARE COMPLETE, ACCURATE, OR SUITABLE FOR SUBMISSION TO ANY REGULATORY AUTHORITY WITHOUT INDEPENDENT LEGAL REVIEW.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BLUPRYNT, INC. AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM OR IN CONNECTION WITH YOUR USE OF THE SERVICE, INCLUDING ANY REGULATORY FILING DEFICIENCY OR COMPLIANCE FAILURE. OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THE SERVICE WILL NOT EXCEED THE FEES PAID BY YOU TO THE COMPANY IN THE THREE MONTHS PRECEDING THE CLAIM OR USD $100, WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion of certain warranties or limitation of certain damages; in those jurisdictions, our liability will be limited to the maximum extent permitted by law.

8. Indemnification

You agree to defend, indemnify, and hold harmless Bluprynt, Inc. from any claims, damages, liabilities, and expenses (including reasonable attorneys' fees) arising from (a) your use of the Service, (b) your violation of these Terms, (c) your violation of any third-party right, or (d) any regulatory enforcement action arising from an issuer's or compliance team's reliance on Service output without independent legal review.

9. Termination

We may suspend or terminate your access to the Service at any time, with or without notice, for any reason, including violation of these Terms. Sections that by their nature should survive termination will survive (including Sections 2, 4, 6, 7, 8, 10, and 11).

10. Governing Law; Dispute Resolution

These Terms are governed by the laws of the District of Columbia, without regard to its conflict-of-law principles.

Informal Resolution. Before filing a claim, you agree to contact us at [email protected] and attempt informal resolution for at least 60 days.

Arbitration. Any dispute that cannot be resolved informally will be settled by binding arbitration administered in District of Columbia, USA under the rules of the American Arbitration Association ("AAA"). Judgment on the arbitrator's award may be entered in any court of competent jurisdiction. You and Bluprynt, Inc. each waive the right to a jury trial and the right to participate in a class action.

Exception. Either party may seek injunctive relief in a court of competent jurisdiction located in District of Columbia, USA for intellectual-property infringement or unauthorized access to the Service.

11. Changes to These Terms

We may update these Terms from time to time. Material changes will be posted with a new effective date. Continued use of the Service after the effective date of the updated Terms constitutes acceptance.

12. Contact