TERMS OF SERVICE / MEMBERSHIP AGREEMENT

PLEASE READ THE FOLLOWING TERMS OF USE AGREEMENT CAREFULLY. BY ACCESSING OR USING OUR SERVICES, YOU HEREBY AGREE TO BE BOUND BY THE TERMS AND ALL TERMS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT EXPRESSLY AGREE TO ALL OF THE TERMS AND CONDITIONS, THEN PLEASE DO NOT ACCESS OR USE OUR SITES OR OUR SERVICES. THIS TERMS OF SERVICE AGREEMENT IS EFFECTIVE UPON YOUR MEMBER PAYMENT. 

ACCEPTANCE OF TERMS

The following Terms of Service Agreement (the "TOS") is a legally binding agreement that shall govern the relationship with our members and others which may interact or interface with Agentic Group LLC, also known as AG, located at 350 Park Avenue, 13th Floor, New York, New York 10022, and our subsidiaries and affiliates, in association with the use of the AG website, which includes WWW.AGENTICGROUP.COM (the "Site") and its Events and Services, which shall be defined below. 

DESCRIPTION OF SERVICES OFFERED

The business of Agentic Group is to provide industry insight and business and personal connections within the emerging technology ecosystem, including but not limited to Blockchain, Digital Currencies, and Cryptology/Internet Security. 

Any and all members shall be deemed as "users" of the herein contained Services provided for the purpose of this TOS. 

The user acknowledges and agrees that the Services provided and made available through AG, which may include access to events, participation in events, promotional opportunities, products and other services (the "Services") may be made available on various social media networking sites and numerous other platforms and physical locations and are the sole property of Agentic Group LLC. At its discretion, Agentic Group LLC may offer additional Services and/or products, or update, modify or revise any current content and Services, and this Agreement shall apply to any and all additional Services and/or products and any and all updated, modified or revised Services unless otherwise stipulated. 

Agentic Group LLC does hereby reserve the right to cancel and cease offering any of the aforementioned Services and/or products. You, as the user, acknowledge, accept and agree that Agentic Group LLC shall not be held liable for any such updates, modifications, revisions, suspensions or discontinuance of any of our Services and/or products. 

Your continued use of the Services provided, after such posting of any updates, changes, and/or modifications shall constitute your acceptance of such updates, changes and/or modifications, and as such, frequent review of this Agreement and any and all applicable terms and policies should be made by you to ensure you are aware of all terms and policies currently in effect. Should you not agree to the updated, modified, revised or modified terms, you must stop using the provided Services. 

Furthermore, the user understands, acknowledges and agrees that the Services offered shall be provided "AS IS" and as such Agentic Group LLC shall not assume any responsibility or obligation for the timeliness, missed delivery, deletion and/or any failure to produce events, make personal business connections or securing of business funding for any member.  

CAUTIONS FOR GLOBAL USE AND EXPORT AND IMPORT COMPLIANCE

Through the use of our network you hereby agree to comply with all local rules relating to online conduct and that which is considered acceptable Content. Uploading, posting and/or transferring of software, technology and other technical data may be subject to certain financial laws and export and import laws of the United States and possibly other countries. Through the use of our network, you thus agree to comply with all applicable export and import laws, statutes and regulations, including, but not limited to, the Export Administration Regulations (http://www.access.gpo.gov/bis/ear/ear_data.html), as well as the sanctions control program of the United States (http://www.treasury.gov/resource- center/sanctions/Programs/Pages/Programs.aspx). Furthermore, you state and pledge that you: 

a) are not on the list of prohibited individuals which may be identified on any government export exclusion report (http://www.bis.doc.gov/complianceandenforcement/liststocheck.htm) nor a member of any other government which may be part of an export-prohibited country identified in applicable export and import laws and regulations; 

b) agree not to transfer any software, technology or any other technical data through the use of our network Services to any export-prohibited country; 

c) agree not to use our website network Services for any military, nuclear, missile, chemical or biological weaponry end uses that would be a violation of the U.S. financial or export laws; and 

d) agree not to post, transfer nor upload any software, technology or any other technical data which would be in violation of the U.S. or other applicable financial, export and/or import laws. 

CONTENT PLACED OR MADE AVAILABLE FOR COMPANY SERVICES

You hereby grant and allow for Agentic Group LLC the below listed worldwide, royalty-free and non-exclusive licenses, as applicable: 

a) The content submitted or made available for inclusion on the publicly accessible areas of Agentic Group LLC's sites, the license provided to permit to use, distribute, reproduce, modify, adapt, publicly perform and/or publicly display said Content on or within the scope of our Services is for the sole purpose of providing and promoting the specific area to which this content was placed and/or made available for viewing. This license shall be available so long as you are a member of Agentic Group LLC, and shall continue in perpetuity. 

b) Photos, audio, video and/or graphics submitted or made available for inclusion on the publicly accessible areas of Agentic Group LLC's sites, the license provided to permit to use, distribute, reproduce, modify, adapt, publicly perform and/or publicly display said Content on and within the scope of our Services are for the sole purpose of providing and promoting the specific area in which this content was placed and/or made available for viewing. This license shall be available so long as you are a member of Agentic Group LLC, and shall continue in perpetuity.  

c) For any other content submitted or made available for inclusion on the publicly accessible areas of Agentic Group LLC's sites, the continuous, binding and completely sub-licensable license which is meant to permit to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and/or publicly display said content, whether in whole or in part, and the incorporation of any such Content into other works in any arrangement or medium current used or later developed. 

Those areas which may be deemed "publicly accessible" areas of Agentic Group LLC's sites are those such areas of our network properties which are meant to be available to the general public, and may include message boards and groups that are openly available to visitors . 

INDEMNITY

All users herein agree to insure and hold Agentic Group LLC, our subsidiaries, affiliates, agents, employees, officers, partners and/or licensors blameless or not liable for any claim or demand, which may include, but is not limited to, reasonable attorney fees made by any third party, which may arise from the use of AG Services or your connection with these Services, your violations of the Terms of Service and/or your violation of any such rights of another person. 

COMMERCIAL REUSE OF SERVICES

The user herein agrees not to replicate, duplicate, copy, trade, sell, resell nor exploit for any commercial reason any part, use of, or access to AG's sites, except where expressly permitted by AG.

MODIFICATIONS

Agentic Group LLC shall reserve the right at any time it may deem fit, to modify, alter and or discontinue, whether temporarily or permanently, our service, or any part thereof, with or without prior notice. In addition, we shall not be held liable to you or to any third party for any such alteration, modification, suspension and/or discontinuance of our Services, or any part thereof. 

OTHER MEMBERS, ADVERTISERS AND SPONSORS

Any correspondence or business dealings with, or the participation in any promotions of, AG members, advertisers or sponsors ("Others") located on or through our Services, which may include the payment and/or delivery of such related goods and/or Services, and any such other term, condition, warranty and/or representation associated with such dealings, are and shall be solely between you and any such Others. Moreover, you herein agree that Agentic Group LLC shall not be held responsible or liable for any loss or damage of any nature or manner incurred as a direct result of any such dealings or as a result of the presence of such Others on our sites or within the business dealings of our events platform. 

LINKS

Either Agentic Group LLC or any third parties may provide links to other websites and/or resources. Thus, you acknowledge and agree that we are not responsible for the availability of any such external sites or resources, and as such, we do not endorse nor are we responsible or liable for any content, products, advertising or any other materials, on or available from such third party sites or resources. Furthermore, you acknowledge and agree that Agentic Group LLC shall not be responsible or liable, directly or indirectly, for any such damage or loss which may be a result of, caused or allegedly to be caused by or in connection with the use of or the reliance on any such content, goods or Services made available on or through any such site or resource. 

PROPRIETARY RIGHTS

You do hereby acknowledge and agree that Agentic Group LLC's Services and any information or communication that may be used in connection with our Services shall contain proprietary and confidential material that is protected by applicable intellectual property rights and other laws. Furthermore, you herein acknowledge and agree that any Content which may be contained in any advertisements, sponsorships or information presented by and through our Services or by advertisers is protected by copyrights, trademarks, patents or other proprietary rights and laws. Therefore, except for that which is expressly permitted by applicable law or as authorized by Agentic Group LLC or such applicable licensor, you agree not to alter, modify, lease, rent, loan, sell, distribute, transmit, broadcast, publicly perform and/or created any plagiaristic works which are based on Agentic Group LLC Services, in whole or part. 

WARRANTY DISCLAIMERS

YOU HEREIN EXPRESSLY ACKNOWLEDGE AND AGREE THAT: 

    .    a)  THE USE OF AGENTIC GORUP LLC SERVICES ARE AT THE SOLE RISK BY YOU. OUR SERVICES SHALL BE PROVIDED ON AN "AS IS" AND/OR "AS AVAILABLE" BASIS. AGENTIC GROUP LLC AND OUR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

    .    b)  AGENTIC GROUP LLC AND OUR SUBSIDIARIES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO SUCH WARRANTIES THAT (i) AGENTIC GORUP LLC SERVICES WILL MEET YOUR REQUIREMENTS; (ii) AGENTIC GROUP LLC SERVICES SHALL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THAT SUCH RESULTS WHICH MAY BE OBTAINED FROM THE USE OF THE AGENTIC GROUP LLC SERVICES OR SOFTWARE WILL BE ACCURATE OR RELIABLE; (iv) QUALITY OF ANY PRODUCTS, SERVICES, ANY INFORMATION OR OTHER MATERIAL WHICH MAY BE PURCHASED OR OBTAINED BY YOU THROUGH OUR SERVICES WILL MEET YOUR EXPECTATIONS; AND (v) THAT ANY SUCH ERRORS CONTAINED IN THE SOFTWARE SHALL BE CORRECTED.

    .    c)  ANY INFORMATION OR MATERIAL RECEIVED, DOWNLOADED OR OTHERWISE OBTAINED BY WAY OF AGENTIC GROUP LLC SERVICES SHALL BE ACCESSED BY YOUR SOLE DISCRETION AND SOLE RISK, AND AS SUCH YOU SHALL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER AND/OR INTERNET ACCESS, DOWNLOADING AND/OR DISPLAYING, OR FOR ANY LOSS OF DATA OR ANY FINANCIAL LOSS THAT COULD RESULT FROM ANY SUCH INFORMATION OR MATERIAL.

    .    d)  NO ADVICE AND/OR INFORMATION, DESPITE WETHER WRITTEN OR ORAL, THAT MAY BE OBTAINED BY YOU FROM AGENTIC GROUP LLC OR BY WAY OF OR FROM OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.

LIMITATION OF LIABILITY

YOU EXPLICITLY ACKNOWLEDGE, UNDERSTAND AND AGREE THAT AGENTIC GROUP LLC AND OUR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES WHICH MAY BE RELATED TO THE LOSS OF ANY PROFITS, GOODWILL, USE, DATA AND/OR OTHER INTANGIBLE LOSSES, EVEN THOUGH WE MAY HAVE BEEN ADVISED OF SUCH POSSIBILITY THAT SAID DAMAGES MAY OCCUR, AND RESULT FROM: 

    .    a)  THE USE OR INABILITY TO USE OUR SERVICE;

    .    b)  THE COST OF PROCURING SUBSTITUTE GOODS AND SERVICES;

    .    c)  UNAUTHORIZED ACCESS TO OR THE ALTERATION OF YOUR TRANSMISSIONS AND/OR DATA;

    .    d)  STATEMENTS OR CONDUCT OF ANY SUCH THRID PARTY ON OUR SERVICE;

    .    e)  AND ANY OTHER MATTER WHICH MAY BE RELATED TO OUR SERVICE.

SPECIAL ADMONITION RELATED TO FINANCIAL MATTERS

Should you intend to create or to join any service, receive or request any such news, messages, alerts or other information from our Services concerning companies, stock quotes, investments or securities, please review the above Sections Warranty Disclaimers and Limitations of Liability again. In addition, for this particular type of information, the phrase "Let the investor beware" is appropriate. Agentic Group LLC's content is provided primarily for informational purposes, and no content that shall be provided or included in our Services is intended for trading or investing purposes. Agentic Group LLC and our licensors shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted and/or made available by way of our Services, and shall not be responsible or liable for any trading and/or investment decisions based on any such information. 

EXCLUSION AND LIMITATIONS

THERE ARE SOME JURISDICTIONS WHICH DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OF EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS OF SECTIONS WARRANTY DISCLAIMERS AND LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. 

THIRD PARTY BENEFICIARIES

You herein acknowledge, understand and agree, unless otherwise expressly provided in this TOS, that there shall be third-party beneficiaries to this agreement. 

NOTICE

Agentic Group LLC may furnish you with notices, including those with regards to any changes to the TOS, including but not limited to email, regular mail, MMS or SMS, text messaging, postings on our site Services, or other reasonable means currently known or any which may be herein after developed. Any such notices may not be received if you violate any aspects of the TOS by accessing our Services in an unauthorized manner. Your acceptance of this TOS constitutes your agreement that you are deemed to have received any and all notices that would have been delivered had you accessed our Services in an authorized manner. 

TRADEMARK INFORMATION

You herein acknowledge, understand and agree that all of the Agentic Group LLC trademarks, copyright, trade name, service marks, and other Agentic Group LLC logos and any brand features, and/or product and service names are trademarks and as such, are and shall remain the property of Agentic Group LLC. You herein agree not to display and/or use in any manner the Agentic Group LLC logo or marks unless expressly permitted by AG.

GENERAL INFORMATION

ENTIRE AGREEMENT

This TOS constitutes the entire agreement between you and Agentic Group LLC and shall govern the use of our Services, superseding any prior version of this TOS between you and us with respect to Agentic Group LLC Services. You may also be subject to additional terms and conditions that may apply when you use or purchase certain other Agentic Group LLC Services, affiliate Services, third-party content or third-party software. 

CHOICE OF LAW AND FORUM

It is at the mutual agreement of both you and Agentic Group LLC with regard to the TOS that the relationship between the parties shall be governed by the laws of the state of New York without regard to its conflict of law provisions and that any and all claims, causes of action and/or disputes, arising out of or relating to the TOS, or the relationship between you and Agentic Group LLC, shall be filed within the courts having jurisdiction within the County of New York, New York or the U.S. District Court located in said state. You and Agentic Group LLC agree to submit to the jurisdiction of the courts as previously mentioned, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts. 

WAIVER AND SEVERABILITY OF TERMS

At any time, should Agentic Group LLC fail to exercise or enforce any right or provision of the TOS, such failure shall not constitute a waiver of such right or provision. If any provision of this TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. 

STATUTE OF LIMITATIONS

You acknowledge, understand and agree that regardless of any statute or law to the contrary, any claim or action arising out of or related to the use of our Services or the TOS must be filed within 1 year after said claim or cause of action arose or shall be forever barred. 

VIOLATIONS

Please report any and all violations of this TOS to Agentic Group LLC as follows: 

Mailing Address:

Agentic Group LLC

Attn: Legal Counsel

350 Park Avenue, 13th Floor New York, New York 10022

Telephone: 636-807-8170 Email: rw@agenticgroup.com