Tbltap by Ngassa Holdings LLC
Effective Date: March 18, 2026

1. Parties; Acceptance; Effective Date

1.1 Company Identity. These Terms of Service ("Terms") constitute a binding agreement between Tbltap, a product and platform operated by Ngassa Holdings LLC, a Delaware limited liability company, with principal address 131 Continental Dr, Suite 305, Newark, DE 19713, USA ("Tbltap," "we," "us," or "our"), and any individual or legal entity that accesses or uses the Platform (defined below), including end-users and restaurant or business customers (each, a "you" or "your").

1.2 Acceptance; Binding Nature. By accessing, installing, registering for, or using any website, mobile application, API, NFC/QR functionality, content, products, or services provided by Tbltap (collectively, the "Platform" or "Services"), you: (a) acknowledge that you have read, understood, and agree to be bound by these Terms; (b) represent and warrant that you have the legal capacity and authority to enter into these Terms; and (c) consent to receiving and executing agreements, notices, and records electronically. If you do not agree, you must not access or use the Platform.

1.3 Users and Business Customers. These Terms govern (a) personal user accounts ("Users"), limited to one (1) personal account per natural person; and (b) business customer accounts for restaurants and similar establishments ("Restaurants" or "Business Customers"), which are subject to business verification and ongoing compliance as set forth herein.

1.4 Eligibility; Age. The Platform is intended for individuals aged thirteen (13) years or older. By using the Platform, you represent that you are at least 13 years of age. If you are 13-17 years old, you represent that you have obtained parental or legal guardian consent to use the Platform.

1.5 Geographic Availability; Language and Translation. The Platform may be available globally; however, we do not guarantee availability in any particular jurisdiction. Tbltap does not guarantee language availability or translation accuracy. Any translated content is provided for convenience only; the English version controls. Consumer Rights. Nothing in these Terms limits any non-waivable consumer rights under the laws of your country of residence where such laws apply.

1.6 Amendments. We may update or modify these Terms at any time in our sole discretion. Unless a different effective date is stated, changes take effect upon posting. Your continued access or use after changes take effect constitutes acceptance. If you do not agree to changes, you must cease use.

1.7 Conflicts; Order of Precedence. If you execute a written order, addendum, or agreement with Tbltap that expressly supersedes these Terms, such instrument will control in the event of conflict solely for the covered Services; otherwise these Terms control.

1.8 Service Requirements; No Fallback for Essential Processing. Certain features of the Platform--including authentication/session management, security and fraud detection, rate-limiting, performance telemetry, and core feature analytics necessary for recommendations and TableTag functionality--are essential to provide the Services (Contractual Necessity/Legitimate Interests). If you disable or object to such essential processing (including required cookies/SDKs or in-app telemetry), you may not access or use the Platform. Non-essential processing (e.g., marketing) is optional and may be disabled without blocking core access.

2. Definitions and Interpretation

2.1 Defined Terms. As used herein:

• "Account" means a registered profile on the Platform (User or Business Customer).
• "Applicable Law" means all laws, rules, and regulations of competent authorities that apply to Tbltap, you, or your use of the Platform, including food safety and health-code regulations applicable to Restaurants.
• "Business Customer," "Restaurant," "Merchant," or "Licensee" means an entity that registers a business account to publish menus, content, or information, accept orders or payments, or otherwise use commercial features or products.
• "Content" means any text, images, photos, videos, audio, ratings, reviews, tags, metadata, logos, trademarks, or other material uploaded, posted, transmitted, or made available on or through the Platform.
• "Customer Transaction" means any purchase, order, booking, or payment initiated by a User with a Restaurant via the Platform or through a linked processor.
• "Data" means information processed by the Platform, including personal data, device and telemetry data, geolocation, preferences, ratings, order completion, and payment metadata.
• "NFC Tags" means Tbltap-branded near field communication devices and related packaging sold or distributed by Tbltap.
• "Pairing Process" means the initial technical verification and linkage workflow in the Tbltap owner application used to validate NFC Tags prior to installation or adhesion.
• "Personal Data" means information relating to an identified or identifiable individual processed by or on behalf of Tbltap.
• "Platform." The term Platform collectively refers to all Tbltap systems, applications, websites, interfaces, APIs, databases, NFC/QR infrastructure, media services, software code, designs, algorithms, and moderation tools--whether operated by automation, machine learning, or human review--through which Tbltap delivers, administers, or monitors its products and services. The Platform expressly includes all related intellectual property, data pipelines, user interfaces, and underlying technologies used to provide the Services.
• "Processor(s)" means payment and service providers integrated with the Platform, including Stripe and any other provider Tbltap expressly discloses for a specific product, market, or flow, together with cloud vendors supporting Platform functionality.
• "Services" has the meaning in Section 1.2 and includes SaaS, media, analytics, and NFC/QR interactions.
• "User" means a natural person with one (1) personal account who uses consumer features of the Platform.

2.2 Interpretation. Headings are for convenience only and do not affect interpretation. "Including," "includes," and "e.g." are deemed followed by "without limitation." Singular includes plural and vice versa. References to "days" are to calendar days unless specified as business days.

3. Accounts and Verification

3.1 Account Types; One Personal Account. Each natural person may maintain one personal User Account. Restaurants must register a Business Customer Account. You must provide accurate, current information and update it as necessary.

3.2 Restaurant Verification and Ongoing Compliance. Tbltap may require documentary evidence of business identity, licensure, and food/venue health-code compliance at onboarding and from time to time thereafter. Tbltap may suspend or terminate a Business Customer Account for failure to provide proof of business, failure to re-verify upon request, suspected fraud or misconduct, or violation of these Terms or Applicable Law.

3.3 Credentials and Security. You are solely responsible for safeguarding your login credentials and for all activity occurring under your Account. You must promptly notify [email protected] of any unauthorized use or security breach. Tbltap is not liable for losses arising from compromised credentials.

3.4 Account Suspension and Termination. Without limiting other remedies, Tbltap may suspend or terminate any Account at any time, for any reason or no reason, including for misconduct, failure to verify, non-payment, or violation of these Terms or Platform policies. Certain provisions survive termination as specified herein. Suspension or termination under this Section does not entitle you to a refund except where required by Applicable Law or where Tbltap expressly agrees otherwise in writing.

3.5 Accuracy of Information. You represent and warrant that all information you provide is true, accurate, and complete and that you have the right to provide it. You must not impersonate any person or entity or misrepresent your affiliation.

4. License; Permitted and Prohibited Use

4.1 Limited License. Subject to your continued compliance with these Terms, Tbltap grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Platform for its intended purposes during the Term.

4.2 Reservation of Rights. Tbltap and its licensors retain all rights, title, and interest in and to the Platform, including software, interfaces, APIs, databases, designs, trademarks, trade dress, and all related intellectual property. No rights are granted by implication.

4.3 Prohibited Conduct. You shall not, and shall not permit any third party to: (a) copy, modify, translate, adapt, or create derivative works of the Platform; (b) reverse engineer, decompile, or attempt to discover source code or underlying ideas; (c) scrape, crawl, harvest, or extract data other than via expressly permitted interfaces; (d) access or use the Platform for competitive analysis or to build a competing product or service; (e) interfere with or circumvent security or access controls; (f) upload or transmit malicious code; (g) use the Platform for unlawful, harmful, fraudulent, or misleading purposes; (h) resell, lease, lend, license, or otherwise commercialize access except as expressly permitted in a written agreement with Tbltap; (i) Pair, register, emulate, spoof, clone, or otherwise attempt to enroll any third-party tag or identifier with the Platform, or circumvent the Pairing Process; (j) Remove, cover, alter, or obstruct any Tbltap branding, logo, QR code, identifier, or anti-tamper element on TableTags or packaging.

4.4 Platform Control; Availability. Tbltap may modify, suspend, or discontinue any feature or component of the Platform at any time. We make no commitment regarding uptime, availability, or support, except as expressly set forth in a separate written agreement.

4.5 Export Controls and Sanctions. You represent that you are not subject to U.S. embargoes or sanctions and will not use the Platform in violation of U.S. export laws. You agree to comply with all trade, export, and sanctions controls applicable to your use.

4.6 Fair Use; Rate Limiting. Tbltap may impose usage caps, throttling, or rate limits on API or feature access to protect the Platform. Automated or scripted access is prohibited unless expressly authorized.

5. Platform Nature; Disclaimers on Food and Venues

5.1 SaaS and Media Platform; No Food Preparation. Tbltap operates as a software-as-a-service and media platform facilitating content, discovery, menu and venue information, and transactional rails. Tbltap is not a food provider, caterer, health advisor, or venue operator and is not involved in food preparation or service.

5.2 User Responsibility for Food Safety and Venue Conditions. Users are solely responsible for verifying that food they consume is safe for their personal circumstances (including allergies and intolerances) and that the venue complies with health-code and safety requirements. Users must exercise independent judgment before consuming any food or beverage or attending any venue.

5.3 Restaurant Responsibility for Compliance. Restaurants are solely responsible for compliance with all health-code, food-safety, licensing, labor, tax, and consumer-protection laws; for the quality, safety, and legality of their offerings; and for accurate menu, price, and availability information. Restaurants must, upon Tbltap's request, verify or re-verify compliance and licensure.

5.4 Food-Illness and Incident Reporting. Users should promptly report suspected foodborne illness or safety incidents to the applicable public health authority and notify Tbltap at [email protected]. Tbltap may, in its discretion, forward or record such complaints but does not assume any duty to investigate, audit, or remediate Restaurant operations.

5.5 No Warranties Regarding Content Accuracy. Menu information, ratings, reviews, images, and other Content are provided by Users or Restaurants and may be inaccurate or outdated. Tbltap does not warrant the accuracy, completeness, or reliability of any Content or listing.

6. User-Generated Content and Moderation

6.1 Scope of Permissible Content. Tbltap is intended as a food-focused platform. User Content should relate to food, social gatherings centered on food, food events, service experiences, hospitality, or travel in connection with food. Tbltap may remove Content outside this scope.

6.2 Prohibited Content. You shall not upload, post, transmit, or otherwise make available any Content that: (a) contains nudity or sexually explicit material; (b) contains political topics, advocacy, or imagery; (c) depicts or incites violence, self-harm, or criminal activity; (d) constitutes hate speech, harassment, bullying, or discrimination; (e) infringes third-party intellectual property or privacy rights; (f) is false, misleading, or deceptive; (g) includes sensitive personal data of others; or (h) violates Applicable Law or these Terms.

6.3 AI-Generated or Altered Content. Any AI-generated, AI-assisted, or materially altered Content must be conspicuously disclosed as such in the manner Tbltap prescribes. Tbltap may label, suppress, or remove such Content and may require additional attestations.

6.4 Rights You Grant to Tbltap. You retain ownership of your Content. By submitting Content, you grant Tbltap a worldwide, royalty-free, transferable, sublicensable, irrevocable (to the maximum extent permitted by law), and perpetual license to host, store, reproduce, adapt, modify, translate, create derivative works from, publish, publicly display and perform, distribute, and otherwise use such Content in connection with operating, improving, marketing, demonstrating, and providing the Platform, including editorial features and "featured content" placements, in any media now known or later developed.

6.5 Moderation; Enforcement. Tbltap may, in its sole discretion and without notice, pre-screen, review, filter, refuse, remove, limit distribution of, or disable access to any Content or Account. Moderation and enforcement actions may be performed manually by authorized personnel or automatically through algorithmic, machine-learning, or artificial-intelligence-based systems designed to detect violations of these Terms or Applicable Law. Tbltap may use such automated tools to classify, flag, prioritize, or suppress Content or Accounts and to enforce community standards. Tbltap also reserves the right to terminate, suspend, or restrict Accounts or Content that, in its judgment, present risk, violate these Terms, or otherwise interfere with the Platform. Tbltap does not guarantee the Platform will be free of prohibited Content at all times.

6.6 Appeals. Tbltap may provide an appeals process for certain moderation decisions. Appeals procedures and timelines, if available, will be described in the Platform. Filing an appeal does not stay enforcement action unless Tbltap expressly states otherwise.

6.7 Your Representations. You represent and warrant that: (a) you own or have the necessary rights to submit the Content and grant the license above; (b) the Content and your submission thereof comply with these Terms and Applicable Law; and (c) the Content does not infringe or misappropriate any intellectual property, privacy, publicity, or other rights of any third party.

7. Intellectual Property and Feedback

7.1 Ownership. The Platform, including all software, source code, architecture, designs, user interfaces, databases, data models, algorithms, documentation, graphics, trademarks, service marks, trade dress, domain names, and all derivative works or enhancements thereof, are and shall remain the sole property of Tbltap by Ngassa Holdings LLC and its licensors. Except for the limited license granted in Section 4, no rights or interests are transferred or implied.

7.2 Restrictions. You shall not remove, obscure, or alter any copyright, trademark, or proprietary notice, nor copy, reproduce, distribute, display, or create derivative works of any portion of the Platform except as expressly authorized in writing by Tbltap. You may not use Tbltap's marks or branding in advertising or publicity without prior written consent.

7.3 Feedback. If you provide suggestions, comments, or ideas relating to the Platform ("Feedback"), you grant Tbltap a perpetual, irrevocable, worldwide, royalty-free, and fully transferable license to use, reproduce, modify, distribute, and implement such Feedback without restriction or obligation. You waive all moral and attribution rights to the extent permitted by law.

8. Third-Party Services and Links

8.1 Integration. The Platform may interoperate with or contain links to third-party services, including payment processors (Stripe and any other processor Tbltap expressly discloses for a specific flow or market), analytics, cloud hosting, and content-delivery providers ("Third-Party Services"). Your use of such Third-Party Services is governed solely by their terms, policies, and practices.

8.2 Disclaimer. Tbltap does not control, endorse, or assume responsibility for any Third-Party Service, its content, or its availability. We provide integrations and links solely for convenience, and you access them at your own risk.

8.3 Independent Agreements. Your relationships with Third-Party Services, including any transaction or exchange of data, are between you and such providers. Tbltap disclaims all liability arising from such relationships.

9. Payments, Fees, and Transactions

9.1 Current Payment Flow and Authorization. Tbltap's current standard restaurant payment flow uses Stripe and Stripe Connect. For restaurants using that flow, customer charges are created on the restaurant's connected Stripe account. By initiating a payment, you authorize the applicable Restaurant, Tbltap, and the applicable Processor to charge the payment method you provide for the total amount due, including applicable taxes, tips, service charges, and disclosed fees.

9.2 Platform Fee. Tbltap currently charges a two percent (2%) platform fee on qualifying customer transactions processed through the Platform. As of March 18, 2026, Tbltap calculates that fee on the chargeable order base and excludes tax and tip unless Tbltap states otherwise in the applicable checkout or billing flow.

9.3 Processor Fees. Stripe or another disclosed Processor may charge separate processing, payout, currency-conversion, refund, dispute, reversal, or negative-balance recovery fees under that Processor's terms. Processor fees are separate from Tbltap fees unless Tbltap expressly states otherwise.

9.4 Taxes. You are solely responsible for determining, collecting, withholding, reporting, and remitting any taxes arising from your transactions. Tbltap does not provide tax advice and assumes no tax liability.

9.5 Currency and Exchange. Transactions may be conducted in U.S. dollars or other supported currencies. Exchange-rate conversions are handled by the applicable Processor and may include conversion fees.

9.6 Authorization Retention. You authorize Tbltap and its Processors to retain payment-method tokens or equivalent billing credentials as needed to support subscriptions and approved charges described in Section 11.

9.7 Processor Errors and Availability. Tbltap is not responsible for errors, delays, charge failures, payout delays, or security incidents attributable to a Processor or to banking or card networks.

9.8 No Money-Transmitter Services. Tbltap is not a bank, payment institution, stored-value provider, or money-transmitter. Processors and financial institutions move, settle, and disburse funds; Tbltap's role is limited to software, platform tooling, and disclosed fees.

10. Refunds, Chargebacks, and Disputes

10.1 Restaurant Refund Policies and Tbltap Tools. Restaurants are solely responsible for the customer-facing refund policy they offer to their patrons. Tbltap may provide software and operational tools that allow authorized restaurant staff or Tbltap support personnel to process approved refunds through Stripe or another disclosed Processor.

10.2 Membership and Platform Fees. Current-cycle membership charges and other platform fees are non-refundable unless required by Applicable Law or Tbltap expressly states otherwise in writing. Tbltap does not guarantee that Processor fees, dispute fees, or currency-conversion fees will be returned when a refund or reversal occurs.

10.3 Chargebacks and Investigations. You agree to cooperate with Tbltap, the applicable Restaurant, and the applicable Processor in investigating or resolving any chargeback or dispute and to provide requested documentation promptly. For restaurants using Stripe Connect, Stripe may debit the connected account or future payouts for refunds, disputes, reversals, processor fees, or negative-balance recovery according to Stripe's terms.

10.4 Set-Off Waiver. You may not offset or withhold any amounts owed to Tbltap against amounts claimed to be due from Tbltap.

11. Subscriptions and Billing (Business Customers)

11.1 Paid-Only Access. Business Customer access to Tbltap's commercial features requires an active, paid subscription plan. There is no free basic tier.

11.2 Auto-Renewal. Subscriptions renew automatically at the end of each billing term (monthly, bi-annual, or annual) unless cancelled before the renewal date. Tbltap will charge the stored payment method on file.

11.3 Upgrades and Downgrades. Plan upgrades take effect immediately and are billed at the new rate with no proration or credit for the prior plan. Downgrades take effect at the conclusion of the then-current term.

11.4 Invoices and Late Payments. Invoices are due upon receipt unless otherwise stated. Tbltap may assess late fees or suspend access for non-payment. All amounts are exclusive of taxes unless expressly stated.

11.5 Termination for Non-Payment. Tbltap may suspend or terminate Business Customer accounts for failure to pay fees when due. Suspension does not relieve you of the obligation to pay outstanding amounts.

11.6 Price Changes. We may update plan pricing and fees; changes take effect on the next renewal term with at least 30 days' prior notice via email or in-app.

12. Restaurant-Specific Terms and Compliance

12.1 Proof of Business and Licensing. Restaurants must provide verifiable proof of legal business registration, food-service licensure, and health-code compliance upon registration and when requested. Tbltap may deny or revoke access for failure to maintain such documentation.

12.2 Regulatory Responsibility. Restaurants are independently responsible for compliance with all applicable food-safety, consumer-protection, labor, tax, advertising, and data-protection laws. Tbltap assumes no duty to verify compliance.

12.3 Menu and Pricing Accuracy. Restaurants must ensure all menus, descriptions, pricing, and promotional information displayed on the Platform are accurate and current. Tbltap disclaims liability for any errors or omissions.

12.4 Customer Service and Disputes. Restaurants are solely responsible for customer support, complaint resolution, and customer-facing refund policies for their own patrons. Tbltap may forward complaints and may provide software or operational tools for approved refunds or dispute evidence, but Tbltap does not assume the Restaurant's customer-service obligations.

12.5 Reviews and Ratings. Restaurants acknowledge that Tbltap may publish user reviews or ratings. Tbltap may moderate such reviews but is not obligated to remove or alter them unless required by law.

12.6 Taxes and Reporting. Restaurants are responsible for calculating, collecting, and remitting all applicable sales, VAT, or service taxes. Tbltap may issue summary reports for informational purposes but does not warrant accuracy or completeness.

12.7 Verification and Audits. Tbltap reserves the right to request updated proof of compliance and to conduct limited verification of business identity through third-party services. Failure to cooperate may result in suspension or termination.

12.8 Indemnity (Restaurants). Restaurants shall defend, indemnify, and hold harmless Tbltap from claims arising out of food safety, health-code, tax, wage, or advertising violations and inaccuracies in menu, pricing, or availability.

13. Data; Telemetry; Anonymization and AI Use

13.1 Data Categories. Tbltap collects and processes the following categories of information in connection with the Platform:
(a) Account Information: name, email address, date or year of birth, password hash, and account identifiers;
(b) Device and Telemetry Data: device type, operating system, unique device ID, browser type, session duration, IP address, and performance metrics;
(c) Geolocation Data: approximate or precise location as enabled by your device settings;
(d) Usage Data: time of access, click paths, feature utilization, ratings, preferences, and completion of orders or interactions;
(e) Payment Metadata: transaction identifiers, card brand (tokenized), authorization results, and related data returned by payment processors; and
(f) Restaurant Data: menu items, venue information, imagery, and associated analytics derived from Business Customer activity.

13.2 Multi-Region Storage and Security. Tbltap stores data in multi-region cloud environments, including facilities located in the United States, the European Union, and Southeast Asia. Data is transmitted using TLS/SSL encryption and stored with encryption at rest where technically feasible. Tbltap employs administrative, technical, and physical safeguards to protect against unauthorized access, use, or disclosure.

13.3 Data Requests: Export and Deletion. Users may request data export or deletion by contacting [email protected]. For purposes of these Terms, "deletion" means anonymization and aggregation of personal data such that it no longer identifies any individual but remains available for analytics and operational purposes. Tbltap is not obligated to delete historical or transactional records necessary for legitimate business, compliance, or security purposes. If you request deletion that would disable essential telemetry required to operate your subscription or features, Tbltap may terminate access, and any prepaid amounts remain subject to the refund terms in Sections 10 and 23.

13.4 Anonymized and Aggregated Data License. Tbltap retains an irrevocable, worldwide, perpetual, royalty-free license to use, copy, modify, analyze, publish, and commercialize anonymized or aggregated data derived from Platform activity for:
(a) algorithmic and AI training;
(b) feature and product development;
(c) performance optimization, analytics, and benchmarking; and
(d) research, statistical, and marketing purposes.
Such data will not personally identify any user or business.

13.5 Lawful Basis and Consent. By using the Platform, you consent to Tbltap's collection and processing of data as described above for the operation of the Platform, performance of contracts, legitimate business interests, and compliance with Applicable Law. Where required by law (e.g., EEA/UK), non-essential processing occurs only with prior consent.

13.6 Third-Party Access. Tbltap may share limited data with its Processors and subcontractors solely as necessary to operate the Platform, subject to confidentiality and data-protection obligations. Tbltap does not sell personal data.

14. Electronic Communications; Notices; E-Sign Consent

14.1 Electronic Records and Execution. You consent to the use of electronic records and signatures for all communications, consents, contracts, and notices arising from or relating to these Terms, consistent with the Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001 et seq.) and the California Uniform Electronic Transactions Act (Cal. Civ. Code § 1633.1 et seq.).

14.2 Notices. Tbltap may send legal or operational notices by email to the address associated with your Account, by posting within the Platform, or by other electronic means reasonably designed to reach you. You agree that such notice constitutes valid written notice.

14.3 Tbltap Contact Information.
Legal and Support Correspondence:
Tbltap by Ngassa Holdings LLC
131 Continental Dr, Suite 305, Newark, DE 19713 USA
Email: [email protected]

14.4 Record Retention. You may retain copies of communications by printing or saving them electronically. If you withdraw consent to electronic records, Tbltap may suspend or terminate your Account, as the Platform operates exclusively in electronic form.

15. Marketing Communications; Consent and Opt-Out

15.1 Email, Push, and In-App Messages. Tbltap may send you transactional, promotional, or informational messages by email, push notification, or in-app display regarding updates, features, offers, or news about Tbltap or its affiliates.

15.2 Consent and Opt-Out. By creating an Account, you consent to receive such communications. You may opt out of promotional messages at any time via unsubscribe links or Account settings. Opting out of promotional communications does not affect transactional or service-related messages (such as billing, security, or policy notices).

15.3 Text Messaging (SMS/MMS). If you provide a mobile number, Tbltap may send limited informational or verification messages. Standard carrier charges may apply. You may opt out at any time by replying STOP.

15.4 Anti-Spam Compliance. Tbltap complies with the CAN-SPAM Act (15 U.S.C. § 7701 et seq.) and applicable communications laws. Violations should be reported to [email protected].

16. TblTag / TableTags License; Anti-Tamper; Authorized Ecosystem Only

16.1 Licensed, Not Sold. Tbltap-branded NFC TblTag "TableTags," firmware, identifiers, artwork, and packaging (collectively, "TableTags" or "TblTags") are licensed--not sold--to you for use solely within the Tbltap Platform. Tbltap retains all right, title, and interest, including all intellectual-property and trademark rights, in and to the TableTags and their identifiers.

16.2 Scope of License. Subject to these Terms, Tbltap grants you a limited, revocable, non-transferable, non-sublicensable license to install and use TableTags at your designated venue(s) exclusively with Tbltap Services. Any other use is prohibited.

16.3 No Third-Party or Substitute Tags. You must not pair, register, emulate, spoof, clone, or otherwise use any third-party NFC/QR tags or identifiers with the Platform. Tbltap may detect, refuse, disable, or de-register any non-authorized tag, emulator, or conflicting identifier without notice. These restrictions exist to ensure security, performance, fraud-prevention, and brand integrity. Third-party tags can degrade service, impair safety features, or enable spoofing.

16.4 Anti-Tamper; Brand Integrity. You must not cover, remove, alter, obscure, or interfere with any Tbltap name, logo, artwork, QR code, NFC coil/antenna, or serial/identifier on any TableTag or packaging; no overlays, sleeves, paints, stickers, or housings may obscure Tbltap branding or impair scan/tap performance. Any tampering or modification voids all warranties and may result in suspension or termination under Section 23.

16.5 Placement and Performance. You agree to follow Tbltap's published installation guidelines (surface, distance, substrate, environmental conditions) and to complete the Pairing Process before adhesion. Placing TableTags on unsuitable surfaces or re-adhering may permanently damage the antenna/chip.

16.6 Title; Repossession on Misuse. Title to TableTags remains with Tbltap. Upon account termination for breach or anti-tamper, Tbltap may require return or destruction of affected TableTags at your expense and may invalidate their identifiers.

16.7 Resale and Assignment Prohibited. You may not resell, assign, lease, pledge, sublicense, or otherwise transfer TableTags or their identifiers to any third party without Tbltap's prior written consent.

16.8 Enforcement. Tbltap may remotely de-pair or blacklist compromised or unauthorized identifiers and pursue injunctive relief to prevent ongoing misuse without posting bond.

Limited Warranty; Returns and Replacements

16.9 Nature of Product. Tbltap's NFC Table Tags are precision electronic components designed for digital interaction and data transmission. Tags are sensitive to placement conditions, adhesion surfaces, and environmental exposure.

16.10 Limited Warranty. Tbltap warrants that new, unused, and unaltered NFC Tags will function as intended upon completion of the pairing process using the Tbltap Owner Application. This limited warranty applies only to the original purchaser and only to defects in materials or workmanship discovered prior to adhesion, alteration, or use.

16.11 Exclusions. This warranty does not cover any tag that:

(a) has had its adhesive backing removed or has been affixed to any surface;

(b) has been bent, cut, modified, or otherwise altered;

(c) exhibits damage caused by installation, misuse, environmental conditions, or accident;

(d) is claimed more than thirty (30) days after the delivery date;

(e) has any logo, QR code, identifier, or branding covered, removed, altered, or obstructed; or

(f) is paired or used with a third-party or spoofed identifier.

16.12 Warranty Claim Procedure. To obtain a replacement under this limited warranty, the customer must submit a written claim to [email protected] within thirty (30) days of delivery, including:
(a) the order ID; and
(b) clear photographic evidence of the front, back, and side of each affected tag showing its physical condition and serial number or identifier.
Tbltap may request additional verification through the pairing process logs.

16.13 Exclusive Remedy. Tbltap's sole and exclusive obligation--and your sole remedy--for any breach of warranty is replacement of the defective tags. No refunds, credits, or consequential damages shall be available.

16.14 Shipping Costs. Tbltap will cover standard shipping for verified replacement tags. Expedited or international shipping may incur additional charges.

16.15 Disclaimer. Except as expressly stated herein, Tbltap disclaims all other warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

16.16 Risk of Loss. Risk of loss for TableTags transfers to the licensee upon delivery to the carrier; title remains with Tbltap.

17. Representations and Disclaimers

17.1 Your Representations. You represent, warrant, and covenant that:
(a) you have full power and authority to enter into and perform these Terms;
(b) your access to and use of the Platform will comply with all Applicable Law and these Terms;
(c) any Content, information, or materials you provide are accurate, lawful, and do not infringe any third-party rights; and
(d) you will maintain all necessary licenses, permits, and consents required for your activities on or through the Platform.

17.2 Tbltap's Disclaimer of Warranties. THE PLATFORM AND ALL SERVICES, CONTENT, AND MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, TBLTAP, NGASSA HOLDINGS LLC, AND THEIR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE. TBLTAP MAKES NO REPRESENTATION THAT THE PLATFORM WILL BE ERROR-FREE, UNINTERRUPTED, SECURE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED.

17.3 No Professional Advice. The Platform may present information relating to food, nutrition, venues, travel, or other lifestyle topics. Such information is provided for general informational purposes only and does not constitute professional advice or endorsement. You rely on such information at your own risk.

18. Indemnification

18.1 Indemnity Obligation. You agree to defend, indemnify, and hold harmless Tbltap, Ngassa Holdings LLC, and their respective officers, directors, employees, agents, successors, and assigns from and against any and all claims, demands, actions, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
(a) your use of the Platform or Services;
(b) your Content or conduct;
(c) your violation of these Terms or Applicable Law; or
(d) your infringement or misappropriation of any intellectual-property, privacy, or other rights of any third party.

18.2 Defense and Control. Tbltap may elect to assume exclusive defense and control of any matter subject to indemnification at your expense, without limiting your obligations. You shall not settle any claim without Tbltap's prior written consent.

19. Limitation of Liability

19.1 Exclusion of Certain Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, TBLTAP, NGASSA HOLDINGS LLC, AND THEIR AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF REVENUE, PROFITS, GOODWILL, DATA, OR BUSINESS INTERRUPTION, EVEN IF TBLTAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

19.2 Aggregate Liability Cap. IN NO EVENT SHALL TBLTAP'S AGGREGATE LIABILITY TO YOU EXCEED THE GREATER OF (A) US $100 OR (B) 50% OF THE TOTAL FEES YOU PAID TO TBLTAP IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. ALL PLATFORM AND PROCESSING FEES ARE NON-REFUNDABLE ONCE PAID.

19.3 Essential Purpose. The limitations and disclaimers in these Terms constitute an essential basis of the bargain between the parties. The allocation of risk is reflected in the pricing of the Services.

20. DMCA and Intellectual-Property Takedown Procedure

20.1 Designation of Agent. In accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512), Tbltap designates the following agent to receive notifications of claimed copyright infringement:

DMCA Agent
Tbltap by Ngassa Holdings LLC
131 Continental Dr, Suite 305
Newark, DE 19713 USA
Email: [email protected]
Subject Line: "DMCA Notice of Infringement"

20.2 Contents of Notice. A valid notification must include: (a) a physical or electronic signature of the copyright owner or authorized agent; (b) identification of the allegedly infringing material and its location on the Platform; (c) contact information for the complainant; (d) a statement of good-faith belief that use of the material is not authorized; and (e) a statement, under penalty of perjury, that the information is accurate.

20.3 Counter-Notice. If you believe Content was removed in error, you may submit a counter-notification to Tbltap's DMCA Agent containing the information required by 17 U.S.C. § 512(g). Tbltap may restore the material in accordance with law.

20.4 Repeat Infringers. Tbltap will terminate Accounts that repeatedly infringe intellectual-property rights or engage in unlawful activities.

21. Governing Law; Venue; Arbitration; Class-Action Waiver

21.1 Governing Law. These Terms and any dispute arising out of or relating hereto shall be governed by and construed in accordance with the laws of the State of California, United States, without regard to its conflict-of-laws principles.

21.2 Binding Arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform (collectively, "Disputes") shall be resolved exclusively and finally by binding arbitration administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures in effect at the time the arbitration is initiated, except as modified herein. The arbitration shall take place in Los Angeles County, California, USA, before a single neutral arbitrator. The arbitrator shall have exclusive authority to determine the scope and enforceability of this arbitration agreement.

21.2a Carve-outs. Either party may seek (a) individual claims in small-claims court and (b) temporary or permanent injunctive relief in a court of competent jurisdiction to protect intellectual property, confidential information, or enforce Sections 4, 7, or 16.

21.3 Costs and Fees. Each party shall bear its own attorneys' fees and costs unless otherwise required by law or the JAMS rules. Tbltap shall not be required to pay any portion of your filing fees or arbitration costs beyond those mandated by JAMS Consumer Minimum Standards (if applicable).

21.4 Waiver of Class or Representative Actions. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITIES AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO RESOLVE THAT PARTY'S INDIVIDUAL CLAIM.

21.5 Judgment on Award. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. To the extent the arbitration agreement is unenforceable, the parties consent to the exclusive jurisdiction of state and federal courts located in Los Angeles County, California.

21.6 Opt-Out of Arbitration. You may opt out of arbitration within thirty (30) days of first accepting these Terms by sending a signed written notice to [email protected] with subject line "Arbitration Opt-Out." Opt-out requests received after this period are invalid.

21.7 Continuing Obligations. This Section 21 survives termination of these Terms and your use of the Platform.

22. Force Majeure

Tbltap shall not be liable or responsible for any failure or delay in performance arising from or caused by acts beyond its reasonable control, including acts of God, natural disasters, pandemics, epidemics, war, terrorism, civil disturbance, embargoes, labor disputes, power failures, internet outages, governmental actions, or any other cause beyond Tbltap's control. Performance shall be suspended during such period without constituting a breach.

23. Termination; Suspension; Effect of Termination

23.1 Termination by Tbltap. Tbltap may, in its sole discretion and at any time, without notice or liability, suspend or terminate your Account, access to the Platform, or these Terms in whole or in part for any reason or no reason, including for violation of these Terms, non-payment, fraud, misuse, or if Tbltap believes continued access may pose risk to Tbltap or its users. Tbltap may also suspend or terminate access where a user or Business Customer declines essential processing (Section 1.8) or attempts to use unauthorized tags or identifiers (Sections 4.3, 16).

23.2 Termination by You. You may terminate your Account at any time by following the in-app account-closure process or by notifying Tbltap at [email protected]. Fees already incurred remain due, and refunds are available only as expressly stated in these Terms, the applicable order flow, or where required by Applicable Law. You remain responsible for charges incurred prior to termination.

23.3 Effect of Termination. Upon termination: (a) all licenses granted to you under these Terms will immediately cease; (b) you must discontinue all use of the Platform; (c) Tbltap may delete or anonymize your data and Content in accordance with its data-retention policies; and (d) Tbltap will have no liability for any loss arising from termination or suspension.

23.4 Survival. Sections 2, 5-8, 10-11, 13-22, 23.3, 24, and 25 survive termination of these Terms.

24. International Use; Export Controls

24.1 Export and Sanctions Compliance. The Platform is subject to United States export laws and regulations. You represent that you are not located in or a resident of any country embargoed by the United States and are not a denied party under U.S. export laws. You agree to comply with all applicable export and import laws and trade sanctions.

24.2 International Users. Tbltap may be accessed from jurisdictions worldwide. You do so voluntarily and are responsible for compliance with local laws to the extent they apply. Tbltap makes no representation that the Platform is appropriate or lawful for use outside the United States.

24.3 Language and Translation. The Platform and these Terms are provided in English. Translations may be offered for convenience only, and Tbltap does not guarantee the accuracy of any translation. In the event of conflict, the English version controls.

25. Miscellaneous

25.1 Assignment. You may not assign, transfer, or delegate these Terms or any rights or obligations hereunder without Tbltap's prior written consent. Tbltap may assign or transfer these Terms without restriction to any affiliate, successor, or acquirer.

25.2 Entire Agreement. These Terms, together with any supplemental policies, order forms, or addenda expressly incorporated by reference, constitute the entire agreement between you and Tbltap regarding the Platform and supersede all prior or contemporaneous understandings, communications, or agreements, whether written or oral.

25.3 Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be enforced to the maximum extent permissible to effectuate the intent of the parties.

25.4 Waiver. No waiver of any provision or breach of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and any waiver must be in writing and signed by an authorized representative of Tbltap.

25.5 No Third-Party Beneficiaries. Nothing in these Terms is intended to confer any benefit, right, or remedy on any person other than the parties hereto.

25.6 Notices and Contact. All notices or requests to Tbltap must be sent to [email protected] unless Tbltap designates an alternate address in writing. Tbltap may send notice to you via email or Platform notification.

25.7 Headings. Headings are for reference only and do not affect interpretation.

25.8 Publicity. Without Tbltap's express written consent, you may not use Tbltap's name, logo, or marks in press releases, marketing, or public communications.

25.9 Execution. Acceptance by electronic means constitutes a legally binding execution of these Terms.

25.10 Injunctive Relief. Breach of Sections 4, 7, or 16 may cause irreparable harm. Tbltap is entitled to temporary, preliminary, and permanent injunctive relief (and specific performance) without posting bond, in addition to all other remedies.

Acknowledgment

BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS, UNDERSTAND THEM, AND AGREE TO BE BOUND BY ALL OF THEIR PROVISIONS.