UNIVERSAL TERMS OF SERVICE

Effective Date: February 26, 2026

SPLICER NETWORK USER AGREEMENT

YOU SHOULD REVIEW THIS AGREEMENT IN ITS ENTIRETY. BY REGISTERING TO BECOME A USER OR USING THE PLATFORM, YOU ACKNOWLEDGE YOUR ACCEPTANCE OF THIS AGREEMENT AND YOU WILL BE LEGALLY BOUND BY IT. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT REGISTER TO USE OR USE THE PLATFORM.

This Splicer Network User Agreement (this “Agreement”) states the terms and conditions governing users of the Splicer Network website and software platform (the “Platform”). The Platform is owned and operated by Nevantin Services, LLC, a Texas limited liability company, with its principal place of business at 603 Main St., Ste 201, Garland, TX 75040 (referred to as “Splicer Network,” “we,” “us” or “our”). All users (each a “User,” “you,” or “your”) of the Platform are subject to this Agreement. Splicer Network and User are referred to collectively as the “Parties” and individually as a “Party”.

Splicer Network reserves the right to change this Agreement at any time in its sole business discretion. User shall check these terms regularly for changes. Splicer Network does not assume any obligation to personally or individually notify Users of any modifications to this Agreement. User’s continued use of the Platform following the posting of any changes to this Agreement constitutes User’s acceptance of and agreement to those changes.

Background; Other Agreements.

(a) How it Works. Splicer Network acts as a prime contractor specializing in telecommunications infrastructure. Clients purchase services directly from Splicer Network by issuing a work order (a “Work Order”). Splicer Network, in turn, engages specialized independent service providers (each a “Provider”) as subcontractors to perform the work. Splicer Network assumes primary responsibility for the performance and completion of the Work Order to the Client.

(b) How to become a registered Provider. Users who want to perform work as subcontractors for Splicer Network shall register as Providers and accept the Provider Terms and Conditions (the “Provider Terms”).

(c) How to become a registered Client. Users who want to purchase infrastructure services from Splicer Network shall register as Clients and accept the Client Terms and Conditions (the “Client Terms”).

(d) How Work Orders are Created. A Client creates a Work Order through the Platform interface, defining the scope, technical specifications, and location. Upon submission and acceptance by the Platform, this Work Order constitutes a binding service contract between the Client and Splicer Network. Splicer Network then issues a corresponding subcontract Work Order to a qualified Provider.

(e) Contractual Structure. Every engagement on the Platform involves two distinct contractual layers: (i) the prime contract between the Client and Splicer Network; and (ii) the subcontract between Splicer Network and the Provider. Splicer Network is a direct party to both agreements and is responsible for the successful execution of the project in accordance with the Splicer Network Guarantee.

(f) Splicer Network’s Role. Splicer Network is the primary contractor for all services purchased through the Platform. Splicer Network is responsible for the performance and quality of the work delivered to the Client. Providers are independent subcontractors of Splicer Network and are not employees, agents, or joint venturers. Splicer Network manages the human-led technical review (the “TPoW Review”) and payment orchestration for all Work Orders.
User Account Information; Eligibility to Use the Platform.

(a) Account Requirements. User shall maintain an individual User account with a username and password to use the Platform. User accounts are strictly individual-specific or entity-specific and may not be shared, assigned, sub-licensed, or resold to any third party. Any unauthorized sharing of account credentials or access to the Platform by an unvetted third party constitutes a material breach, resulting in immediate account termination and forfeiture of any pending funds. If Client or Provider has multiple employees, agents or representatives who will use the Platform on their behalf, the Client or Provider may register multiple Users subject to the terms of this Agreement. User is responsible for ensuring its employees, agents and representatives comply with the terms set forth herein. All information that User submits to the Platform must be real, accurate, and verifiable. Splicer Network reserves the right to validate all identity information at any time. By submitting information, User authorizes Splicer Network to make such inquiries as it determines are necessary to validate identity and confirm User’s ownership of its email address and financial information. User agrees to provide information requested by Splicer Network to verify the accuracy of its User account information. Failure to provide required information is a violation of this Agreement. User is solely responsible for maintaining the security of its username and password. If User discloses this information to any third party, User shall be solely responsible for all actions taken through its account. User must notify Splicer Network immediately if User suspects its username or password has been stolen or misused.

(b) Professional B2B Use Only. The Platform is a specialized business-to-business marketplace intended exclusively for professional commercial use. User warrants and represents that User is a business entity or a professional service provider and is not a "consumer" as defined by any state or federal consumer protection law. User hereby waives any and all statutory protections afforded to consumers and stipulates that this Agreement shall be governed by commercial contract principles.

(b) Legal Capacity. Only adults and legal entities that are capable of entering and performing legally binding contracts may use this Platform. The Platform is not intended for use by minors or persons under the age of majority in the state in which they perform work or receive services.

(c) Regulatory Compliance. User warrants and represents that: (i) User’s use of the Platform is not prohibited by the laws, rules, or regulations of the country or other legal jurisdiction in which User resides; (ii) User is not located in a country or region, nor is User a citizen of a country or region, that is subject to U.S. federal government sanctions or embargoes; (iii) User is not employed by or associated with an entity identified on the U.S. Department of Commerce’s Denied Persons or Entity List, the U.S. Department of Treasury’s Specially Designated Nationals or Blocked Persons Lists, or the Department of State’s Debarred Parties List, and is not otherwise ineligible to receive items subject to U.S. export control laws, rules, and regulations; (iv) User has authority to enter into this Agreement on behalf of itself, or on behalf of the registered business organization with which User is associated or for whom User is working when using the Platform; and (v) User will at all times comply with any and all laws, ordinances, statutes, executive orders and regulations, federal, state, county and municipal, insofar as they are applicable to User’s use of the Platform.
Relationship. This Agreement does not create an agency, employment, joint employment, franchise, joint venture, or partnership between Splicer Network and any User.
Independent Business Entity. Any User acting as a Provider or a Tier 1 Client represents and warrants that it operates as an independently established business entity, free from the control and direction of Splicer Network in connection with the performance of the work, both under the contract for the performance of the work and in fact. User further represents and warrants that it meets all applicable criteria for a business-to-business exemption under state and federal independent contractor classification laws, including maintaining its own separate business location, utilizing its own capital and specialized equipment, independently negotiating its rates, and holding itself out to the public as available to provide similar services. User agrees to notify Splicer Network immediately if it no longer operates as an independent business entity.
License; Limitations; Reservation of Proprietary Rights.

(a) License Grant. Splicer Network grants User a non-exclusive right and license to access and use the Platform solely for its own business purposes for the term of this Agreement subject to the payment of all applicable fees.

(b) Limitations. User agrees that it will not: (i) attempt to rent, license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make the Platform available to any third party; (ii) create any derivative works based on the Platform; (iii) produce a source listing, decompile, disassemble, or otherwise reverse engineer the Platform; (iv) interfere with or disrupt the performance of the Platform for any reason, or attempt to gain unauthorized access to any data stored in the Platform; or (v) remove or obscure any notices or markings, including without limitation, copyright, trademark, or confidentiality notices, or ownership notices on the Platform.

(c) Reservation of Rights. Splicer Network retains all ownership and intellectual property rights to the Platform that are not specifically granted to User hereunder.
Social Media Features.

(a) Public Forums. The Platform includes features which allow Users to post messages, comments, statements, and personal information for viewing by other Users. User is responsible for exercising such care as is necessary to protect its private, confidential, or personal information when using such Platform functionality. If User posts comments to message forums or sends comments about the Platform via email, telephone, or other means, such information is public, and Splicer Network may store, maintain, and use such information indefinitely, and may disclose such information to third parties in its sole business discretion. Usage of the Platform constitutes consent of User for Splicer Network to contact the User by way of electronic or cellular communication with information, updates, opportunities and selected announcements. User may opt out of these communications via the Platform.

(b) Monitoring. Splicer Network is not legally responsible for any information or content posted or made available on the Platform by any User which is defamatory, violates privacy rights, or otherwise violates the rights of another user or third party. Splicer Network does not actively monitor or censor any information posted for viewing via the Platform although it expressly reserves the right to monitor the postings or other activities of Users at any time without notice. Splicer Network reserves the right to remove or restrict access to any information or content posted or made available on the Platform if it determines that such information violates this Agreement or any law, rule, or regulation.
Acceptable Use of the Platform. By accessing the Platform, User agrees that: (a) User will not knowingly provide or enter any false, misleading, or fraudulent information; (b) User will not use the Platform for any illegal purpose, nor will User provide or enter any material or information in violation of any applicable law or regulation; (c) all information and User content provided or entered by User must be original to User, and not violate the copyright or other proprietary rights of any third party, and must not violate the rights of any third party, including trade secret or privacy rights; (d) information provided or entered by User must not be defamatory, harassing, offensive, threatening, obscene, or otherwise inappropriate or disruptive; (e) User will not hold itself out as someone it is not or otherwise impersonate any other person; (f) User will not interfere or tamper with the functioning of the Platform, nor will User attempt to gain access to information or control of the Platform not specifically granted to User; (g) User will not use the Platform to transmit any spyware, virus or similar destructive program or code; (h) User will not compile any database or list of other Platform Users, nor will User use the Platform to facilitate the sending of any spam, bulk email, or email offering to sell goods or provide services, except as specifically authorized; (i) User will abide by any other rules for participation in any social media features on the Platform; (j) User will not use the Platform to discuss or disclose the terms of any Work Order, except to facilitate the performance of the Work Order between the Client and the Provider; and (k) User will strictly adhere to all Critical Infrastructure Information (“CII”) governance protocols, ensuring the secure handling and post-completion purging of all network schematics, route maps, and related telecommunications topology data.
Links to Other Websites. The Platform may provide links to websites owned and operated by third parties. Splicer Network exercises no control whatsoever over such websites and is not responsible or liable for the availability, content, advertising, products, services, or other materials available or viewable on such websites. Access and use of such linked websites is solely at User’s own risk.
Term and Termination of the Agreement. This Agreement commences when User registers or uses the Platform for the first time and continues in force until terminated by User or Splicer Network. User may terminate this Agreement immediately upon notice to Splicer Network at any time for any reason. Splicer Network may terminate this Agreement immediately without any notice at any time and for any reason. Upon termination by User or by Splicer Network, User’s right to access and use the Platform will cease immediately. Termination does not relieve User from the obligation to pay any fees due to Splicer Network which accrued before the termination date.
Insurance. Providers are required to and agree to maintain all worker's compensation and other employee or worker's insurance coverage required in each jurisdiction in which Providers perform any services. Providers also are required to and agree to maintain commercial general liability insurance coverage with combined policy limits of at least $1,000,000, and business automobile liability insurance coverage with combined limits of at least $1,000,000, or such higher amounts or additional coverage as may be set forth in a Work Order. Providers acknowledge that Clients may require additional insurance coverage as a condition of accepting and performing a Work Order.
No Warranty; Limitations of Liability; Indemnification.

(a) No Warranty. USE OF THE PLATFORM IS AT USER’S SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT A WARRANTY OF ANY KIND. SPLICER NETWORK SHALL NOT BE LIABLE TO USER FOR ANY DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND RESULTING FROM ANY USE AND ACCESS, OR INABILITY TO USE AND ACCESS THE PLATFORM. SPLICER NETWORK IS RELYING ON THE FOREGOING WARRANTY AND LIABILITY LIMITATIONS IN PROVIDING THE PLATFORM. BY USING THE PLATFORM, USER AGREES THAT THESE EXCLUSIONS ARE ACCEPTABLE.

(b) Technical Proof of Work (TPoW) Disclaimer. The Platform facilitates the collection and human-led review of fiber optic traces and other technical artifacts. User acknowledges and agrees that the TPoW Review is a professional analysis performed by Splicer Network personnel using internal tools. Splicer Network does not warrant that TPoW Review is infallible, error-free, or a guarantee of future network performance. Client is solely responsible for performing any final engineering review or physical inspections it deems necessary. Splicer Network shall not be liable for any direct or indirect damages, including network downtime or service level agreement penalties, arising from or related to the use of or reliance upon TPoW Review.

(c) Technical Dispute Resolution Protocol. In the event of a dispute between the Parties regarding the technical validity of a Work Order or the interpretation of TPoW Deliverables, both Parties agree to submit the disputed materials to a mutually agreed upon independent third-party telecommunications engineering expert for binding review. Unless otherwise mutually agreed, the default third-party expert shall be KCI Technologies, Inc., 13622 Omega Road, Dallas, TX 75244 (or its successor). Both Parties shall reasonably cooperate with the expert, share all relevant costs of the review equally, and strictly adhere to the final technical findings of the third-party expert. The Party initiating the technical dispute shall advance 100% of the third-party expert's estimated retainer within five (5) business days of initiation. Failure by the initiating Party to timely advance the retainer shall result in the dispute being deemed not "bona fide," and the dispute shall not move forward or affect the standard state of the project or payments.

(d) Emergency Dispatch (Panic Button) Limitation. For high-urgency dispatches, Splicer Network’s liability is strictly limited as set forth in the applicable Client Terms or Provider Terms. Splicer Network explicitly disclaims all liability for consequential damages resulting from network downtime during emergency restoration efforts.

(e) Third-Party Software and Data Transit. User acknowledges that Splicer Network utilizes third-party software systems and infrastructure (including without limitation financial processors, communication gateways, and cloud hosting providers) to deliver its services. User agrees that data transferred on the Platform may pass through these third-party systems subject to their respective terms of service. Splicer Network disclaims any and all liability for outages, data transit failures, or service alterations caused by these third-party infrastructure providers. The selection and use of these third-party systems are entirely at the discretion of Splicer Network.

(f) Indemnification. User will indemnify, defend, and hold Splicer Network, its affiliates, and licensors, and each of its respective officers, managers, directors, agents, independent contractors, employees, consultants, service providers, and applicable third parties harmless from and against any actual or threatened suit, demand or claims, damages, costs, liabilities and expenses arising out of or relating to: (i) User’s use or misuse of the Platform; (ii) User’s failure to perform its obligations under this Agreement; (iii) any allegation that any content or material supplied by User via the Platform infringes or violates any third party rights; or (iv) the use of the Platform by any third party who has access to User’s computer or any other electronic device.
Trademarks. “Splicer Network” is a trademark of Nevantin Services, LLC. All other marks, names, and logos displayed by the Platform are the property of Splicer Network or their respective owners. User agrees not to use any of Splicer Network’s trademarks and other marks, names and logos displayed by the Platform without its prior written consent. Such use is strictly prohibited.
Copyright Issues.

(a) Infringement Notification. Upon receipt of proper notification of claimed infringement, Splicer Network will follow the procedures outlined herein and in the DMCA. To file a notice of infringement with Splicer Network, User must provide a written communication (by fax or regular mail) that sets forth the information specified in the list below. User will be liable for damages (including costs and attorney’s fees) if User materially misrepresents that material is infringing User’s copyrights. User shall provide: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Splicer Network to locate the material; (iv) information reasonably sufficient to permit Splicer Network to contact the complaining party; (v) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Send the written communication to our designated agent at: Nevantin Services, LLC, dba Splicer Network™, Attention: Copyright Officer, 603 Main St., Ste 201, Garland, TX 75040, Email: hello@splicer.network.

(b) Counter Notification. The owner or administrator of the allegedly infringing content may make a counter notification pursuant to sections 512(g)(2) and (3) of the DMCA. User will be liable for damages (including costs and attorneys’ fees) if User materially misrepresents that a product or activity is not infringing the copyrights of others. User shall provide: (i) a physical or electronic signature of the subscriber; (ii) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (iii) a statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and (iv) the subscriber’s name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, and that the subscriber will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person. Send the written communication to our designated agent at the address above. Upon receipt of such counter notification, Splicer Network will promptly provide the person who provided the original infringement notification with a copy of the counter notification, and inform that person that it may replace the removed material and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the counter notice, unless our designated agent first receives notice from the person who submitted the original infringement notification that such person has filed an action seeking a court order to restrain the User from engaging in infringing activity relating to the material on our system network or Platform.

(c) Repeat Infringers. In accordance with Section 512(i)(1)(a) of the DMCA, Splicer Network will, in appropriate circumstances, disable and/or terminate the accounts of Users who engage in infringement.
Privacy. Splicer Network gathers and uses information provided by Users in accordance with the terms of its current privacy policy, which is incorporated herein by reference (the “Privacy Policy”). Splicer Network may update or otherwise modify the Privacy Policy in its sole discretion upon notice to Clients and other Users which will be provided by posting the updated Privacy policy on the Splicer Network website. Individualized notice is not provided to Users. User agrees that continued use of the Platform after notification will constitute User’s consent to any modifications to the Privacy Policy.
Platform Algorithms and Incentives. User acknowledges that Splicer Network utilizes proprietary algorithms to manage marketplace dynamics, including but not limited to tracking performance metrics (e.g., "Burn Count"), routing priority Work Orders, and determining financial or gamification incentives. Splicer Network provides these features at its sole business discretion. Such algorithms and incentives do not constitute a guarantee of wages, an offer of employment, or a promise of future Work Orders. Splicer Network reserves the absolute right to modify, adjust, or revoke any algorithms, priority routing rules, or incentive programs at any time without prior notice.
General Provisions.

(a) Notices and Approvals. Each Party shall provide notices under the Agreement to the other Party by sending an email to the email address provided in User's account profile. A Party may change its address by giving notice in writing to all other Parties in the manner set forth in this paragraph, stating the new address. Notices via email shall be treated as received when the email is sent. Under this Agreement, the Parties may use emails and digital signatures to satisfy written approval and consent requirements.

(b) Electronic Signatures and Corporate Authority. User acknowledges and agrees that by authenticating via Single Sign-On (SSO), clicking "Accept," or otherwise interacting with the Platform to accept this Agreement or any Work Order, User is providing a legally binding electronic signature under the federal E-SIGN Act and the Texas Uniform Electronic Transactions Act (UETA). User explicitly represents and warrants that they are a legally authorized officer, managing member, or designated agent of the registered business entity, and that they possess the actual corporate authority to bind said entity to all terms, indemnifications, and arbitration clauses contained herein.

(c) Governing Law and Territorial B2B Limitation. The Platform operates strictly as a Business-to-Business (B2B) marketplace. User stipulates and agrees that the substantive legal formation of every Work Order and contractual engagement executed via the Platform occurs exclusively in Dallas County, Texas, regardless of the physical location of the User or the infrastructure being serviced. This Agreement, and the application or interpretation thereof, will be governed exclusively by its terms and by the laws of the State of Texas without regard to its conflict of laws provisions. Venue for any action related in any way to any dispute, controversy, or claim arising out of, or in connection with, or relating to, this Agreement or any breach or alleged breach hereof, shall be exclusively in the State and/or Federal Courts in Dallas County, Texas. The Parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or any proceeding in such courts and irrevocably waive and agree not to plead or claim in any such court that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum.

(d) Waiver of Jury Trial. THE PARTIES HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHTS TO A TRIAL BY JURY IN ANY ACTION, SUIT OR OTHER PROCEEDING ARISING OUT OF OR RELATING TO THE TERMS, OBLIGATIONS AND/OR PERFORMANCE OF THIS AGREEMENT. Each Party, after consulting or having had the opportunity to consult with counsel, to this Agreement certifies and acknowledges that (i) no representative of any other Party has represented, expressly or otherwise, that such other Party would not seek to enforce the foregoing waiver in the event of a legal action; (ii) such Party has considered the implications of this waiver; (iii) such Party makes this waiver voluntarily; and (iv) such Party has been induced to enter into this Agreement by, among other things, the mutual waivers and certifications in this Section.

(e) No Class Actions. USER MAY ONLY BRING CLAIMS AGAINST SPLICER NETWORK IN AN INDIVIDUAL CAPACITY. USER HEREBY WAIVES ANY RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING CONCERNING ANY DISPUTE ARISING OUT OF THIS AGREEMENT.

(f) Assignment. User shall not assign or otherwise transfer its rights or obligations under this Agreement for any reason without the prior written consent of Splicer Network. Splicer Network may assign this Agreement in its business discretion without User's consent, provided that the assignee assumes and agrees to perform all of Splicer Network’s obligations under this Agreement.

(g) Binding Effect. This Agreement shall be binding upon, and inure to the benefit of, the Parties and their permitted respective successors and assigns.

(h) Waiver. Any express waiver or failure to exercise promptly any right under this Agreement will not create a continuing waiver or any expectation of non-enforcement.

(i) Severability. If any provision of this Agreement is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby, and will be interpreted, to the extent possible, to achieve the purposes as originally expressed in the invalid, illegal or unenforceable provision.

(j) Survival. The terms and conditions of this Agreement which are intended by their nature to survive its termination shall survive such termination.

(k) Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. The Parties agree that a facsimile signature may substitute for and have the same legal effect as the original signature.

(l) Entire Agreement. This Agreement may only be amended by an instrument in writing signed by the Parties. This Agreement shall be construed without regard to the party that drafted it. Any ambiguity shall not be interpreted against either party and shall, instead, be resolved in accordance with other applicable rules concerning the interpretation of contracts.

(m) Force Majeure. Neither Party shall be liable to the other Party for any failure or delay in performance caused by reasons beyond its reasonable control, including but not limited to acts of God, localized severe weather, civil unrest, or telecommunications grid failures. For Work Orders designated as "Emergency Restoration," a Force Majeure event may excuse a breach of an arrival SLA, but it shall not excuse a Party from its duty to resume performance at the earliest possible moment that safety and conditions permit.

Contact Information

Nevantin Services, LLC, dba Splicer Network™ 603 Main St., Ste 201 Garland, TX 75040 hello@splicer.network