Terms and Conditions

Nail Soup Media, Inc. – Terms and Conditions
Last Updated: December 5, 2025

1. Introduction

These Terms and Conditions (“Terms”) govern your use of the website
www.nailsoupmedia.com (the “Site”)
and any products or services offered by Nail Soup Media, Inc. (“Company,”
“we,” “us,” or “our”). Please read these Terms carefully
to understand how we regulate your use of the Site and our services.

By accessing or using the Site, you agree to be bound by these Terms. If you do not agree,
you must not use the Site. We may update or modify these Terms at any time. We may notify
you of changes through any reasonable means (including by posting an updated version on the Site).
It is your responsibility to review the current version of the Terms regularly. Your continued
use of the Site after changes are posted constitutes your acceptance of the revised Terms.

If you are accessing or using the Site on behalf of a company or other legal entity, you
represent and warrant that you are authorized to bind that entity to these Terms.

2. Privacy Policy

Our separate Privacy Policy explains how we collect, use, and protect your personal information.
It is available on a separate page of the Site. By using the Site, you acknowledge that your information
will be processed in accordance with that Privacy Policy. If you do not agree with the Privacy Policy,
you must not use the Site.

3. Your Account

If you create or are provided with an account in connection with the Site, you are responsible for:

Maintaining the confidentiality of your account, password, and any other login credentials;
Restricting access to your devices and account;
All activities that occur under your account.

You may not assign or otherwise transfer your account to any other person or entity. The Company is not
responsible for any loss or damage arising from unauthorized use of your account due to your failure to
maintain the security of your credentials.

We reserve the right, in our sole discretion, to:

Refuse or cancel service;
Terminate accounts;
Remove or edit content;
Restrict access to the Site and related services.

We do not knowingly collect personal data from individuals under the age of sixteen (16). If you are under 16,
you may not use the Site or enter into these Terms under any circumstances.

4. Services

The Site allows you to access various services, content, and features that we may provide from time to time
(collectively, the “Services”). You agree not to use the Services for any illegal, unlawful, or
prohibited purpose.

We may, in our sole discretion, charge fees for certain Services. All prices and fees are posted separately on
the relevant pages of the Site or set forth in a written agreement between you and the Company. We reserve the
right to change any fees at any time, in our sole discretion.

We may use third-party or certified payment systems, which may charge their own commissions or fees. Any such
commissions or fees are your responsibility. For more information about those fees, please consult the websites
and terms of the applicable payment providers.

5. Third-Party Services and Links

The Site may contain links to third-party websites, applications, or platforms (collectively, “Linked Sites”).
We do not control the Linked Sites and are not responsible for the content, materials, policies, or practices of
any Linked Sites.

Links to Linked Sites are provided solely for your convenience and to support functionality of the Site. The
inclusion of any link does not imply endorsement, sponsorship, or affiliation by the Company. You access Linked
Sites at your own risk and subject to the terms and policies of those Linked Sites.

6. Prohibited Uses and Intellectual Property

We grant you a limited, non-transferable, non-exclusive, revocable license to access and use the Site from a
single device, strictly in accordance with these Terms.

You agree not to:

Use the Site for any unlawful, fraudulent, harmful, or prohibited purpose;
Use the Site in any way that could disable, overburden, damage, or impair the Site or interfere with any
other party’s use of the Site;
Attempt to gain unauthorized access to any portion of the Site, other accounts, computer systems, or networks
connected to the Site, whether through hacking, password mining, or any other means.

All content on the Site, including but not limited to text, code, graphics, logos, images, designs, layouts,
compilations, and software (collectively, the “Content”), is owned by the Company or its licensors and
is protected by intellectual property and other laws.

You agree that you will not:

Copy, reproduce, publish, transmit, distribute, display, modify, create derivative works from, or exploit
the Content in any way, except as expressly authorized in these Terms;
Remove, obscure, or alter any copyright, trademark, or other proprietary notices contained in the Content;
Reverse engineer, decompile, or otherwise attempt to derive the source code of any software used in connection
with the Site.

Your use of the Site does not grant you any ownership rights in the Content or any intellectual property of the
Company. All rights not expressly granted in these Terms are reserved by the Company.

7. User Content and Company Materials

You may be able to post, upload, input, provide, or submit content or materials to the Site or to us (collectively,
“Your Content”). By posting, uploading, inputting, providing, or submitting Your Content, you grant the Company
a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, transferable, and sublicensable license to:

Use, reproduce, copy, modify, adapt, translate;
Transmit, distribute, publicly perform, and publicly display;
Incorporate into marketing and promotional materials;
Publish your name, trade name, or company name in connection with Your Content,

in connection with the operation, promotion, and marketing of the Company’s business, including showcasing examples
of our work and results.

You acknowledge and agree that:

No compensation will be paid with respect to the use of Your Content under this license;
The Company has no obligation to post or use Your Content;
The Company may remove Your Content at any time, for any reason, without notice.

By posting, uploading, inputting, providing, or submitting Your Content, you represent and warrant that:

You own or otherwise control all rights to Your Content;
Your Content does not infringe or violate any third party’s rights;
Your Content is not unlawful, defamatory, offensive, or otherwise inappropriate.

Marketing Use of Client Materials. The Company retains the right to use any materials you provide to us
(content, screenshots, results, case studies, designs, etc.) as marketing material to showcase the services we
provide, unless otherwise agreed in writing.

8. Disclaimer of Warranties

The information and Content available via the Site may include technical inaccuracies, typographical errors, or
other mistakes. The Company does not guarantee that the Site, the Services, or the Content will be accurate,
complete, reliable, current, or free from errors.

To the maximum extent permitted by applicable law, the Site, the Services, and all Content are provided on an
“as is” and “as available” basis, without any warranties of any kind, whether express or implied.
The Company expressly disclaims all warranties, including but not limited to:

Warranties of merchantability;
Fitness for a particular purpose;
Non-infringement;
Availability, reliability, and timeliness;
Any warranties arising from course of dealing or usage of trade.

9. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall the Company, its officers, directors,
employees, agents, or affiliates be liable for any:

Direct, indirect, incidental, consequential, special, exemplary, or punitive damages;
Loss of profits, revenue, data, goodwill, or other intangible losses;
Damages arising out of or related to:
- Your use of or inability to use the Site or the Services;
- Any Content or information obtained through the Site;
- Any delay or failure in performance resulting from causes beyond our reasonable control.

This limitation applies whether the claim is based on contract, tort, negligence, strict liability, or any other
legal theory, even if the Company has been advised of the possibility of such damages.

If applicable law does not allow the exclusion or limitation of certain damages, the Company’s liability will be
limited to the maximum extent permitted by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, agents,
affiliates, and third-party partners from and against all claims, losses, liabilities, damages, costs, and expenses
(including reasonable attorneys’ fees) arising out of or relating to:

Your use of or inability to use the Site or Services;
Your breach or violation of these Terms;
Your violation of any applicable law;
Your violation of any rights of any third party;
Your Content or materials submitted by you.

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter
otherwise subject to indemnification by you. In such case, you agree to cooperate with the Company in asserting any
available defenses.

11. Client Conduct; Defamation; Harassment

You agree to treat all Company personnel (including employees, contractors, and representatives) with
professionalism and respect. The following conduct is strictly prohibited and constitutes a material breach of these Terms:

Abusive, threatening, hostile, discriminatory, or harassing behavior toward Company personnel;
Defamatory, false, misleading, or malicious statements about the Company, its employees, services, or reputation,
whether made online (including social media, reviews, forums) or offline;
Creating a hostile, unsafe, or unprofessional working environment for Company personnel.

The Company reserves the absolute right, in its sole discretion, to immediately suspend or terminate all services
and access (without refund) if it reasonably believes you have engaged in any such conduct. Upon termination:

All remaining fees and charges become immediately due and payable;
All Company work product remains the property of the Company until full payment is received;
The Company may pursue any and all legal remedies available under Delaware law, including claims for damages,
injunctive relief, and recovery of attorneys’ fees.

12. Termination and Access Restriction

We may, at our sole discretion and without prior notice, suspend or terminate your access to the Site, your account,
and any related services (in whole or in part) if you violate these Terms or if we otherwise believe such action is
necessary to protect our interests, the interests of other users, or the integrity of the Site.

Upon termination, your right to use the Site and Services will immediately cease. Any provisions of these Terms
that by their nature should survive termination (including, but not limited to, intellectual property rights,
disclaimers, limitations of liability, indemnification, governing law, and dispute resolution) shall survive.

13. Miscellaneous

These Terms are governed by and construed in accordance with the laws of the State of Delaware, USA, without regard
to its conflict-of-law principles.

You agree that any controversy, demand, claim, dispute, or cause of action between you and the Company relating to
the Site, the Services, or these Terms shall first be attempted to be resolved through good-faith negotiation. If
negotiation fails, you and the Company agree that such disputes shall be resolved exclusively in the state or federal
courts located in the State of Delaware, and you consent to the personal jurisdiction and venue of such courts.

No joint venture, partnership, employment, or agency relationship is created between you and the Company as a result
of these Terms or your use of the Site.

Nothing in these Terms shall be construed as limiting the Company’s right to comply with governmental, court, law
enforcement, or regulatory requests or requirements relating to your use of the Site.

If any provision of these Terms is held to be invalid or unenforceable, that provision shall be replaced with a valid,
enforceable provision that most closely reflects the intent of the original provision, and the remaining provisions
of the Terms shall remain in full force and effect.

These Terms constitute the entire agreement between you and the Company regarding your use of the Site and supersede
all prior or contemporaneous communications, whether electronic, oral, or written.

The Company shall not be liable for any failure or delay in performing its obligations under these Terms where such
failure or delay is caused by circumstances beyond the Company’s reasonable control, including but not limited to
technical failures, power outages, internet interruptions, natural disasters, war, terrorism, pandemics, government
actions, or other force majeure events.

14. Complaints

We are committed to resolving complaints about our collection or use of your personal data or concerns about these Terms.
If you would like to make a complaint, please contact us at:

Email: [email protected]

We will respond as soon as reasonably possible and in any event within thirty (30) days. If you feel that your complaint
has not been adequately resolved, you may have the right to contact your local data protection supervisory authority.

15. Contact Information

We welcome your questions or comments about these Terms. You may contact us in writing at:

Nail Soup Media, Inc.
P.O. Box 3
Aberdeen, NC 28315
USA
Email: [email protected]

16. Performance Guarantees

From time to time, the Company may offer written “performance guarantees” for certain packages or services. Any such
guarantee will be provided on Company letterhead and signed by us. This section summarizes and clarifies the conditions
that apply to any such performance guarantee.

16.1 Teamwork Requirement

If we offer a performance-based guarantee (for example, “if we don’t perform, we buy it back”), you agree that:

You will supply all materials, information, and access we reasonably request in the format we specify;
You will participate in scheduled Zoom or phone meetings (for example, twice per month) to review progress and
update us on the market;
You will send monthly sales or performance information in the correct format and notify us promptly of new
closings, “just listed” properties, or comparable business events;
You will send photos, local happenings, and other requested inputs so we can create localized and relevant content;
You will provide feedback on the content we create and work collaboratively with our team.

If you fail to collaborate, fail to provide requested content on a regular basis, or otherwise obstruct the process,
we may terminate the performance guarantee without notice, and you forfeit any claim under that guarantee.

16.2 Plain-English Summary of Initial Website Setup

When you purchase an initial website or similar package from us, in general (subject to the specifics in your written
agreement):

We aim to have your basic site framework up within approximately seven (7) days after your payment clears our account;
Email setup (through your chosen email provider), general site functions, and basic visitor-facing content will
be operational, though the site may not be “complete” initially;
Over approximately the next sixty (60) days, we will collaborate with you (by email, phone, or other methods) to
adapt and refine the site to your market, niche, and scope of work as outlined in our questionnaire or agreement;
Modules, custom work, and additional components will be added during this period, subject to your timely responses
and any third-party approvals (for example, MLS/IDX integration, platform reviews, or external vendors).

Timeframes are estimates only and depend heavily on your responsiveness and external third parties.

16.3 Deadlines, Milestones, and Changes

We may provide target dates or milestones for various project stages. However:

Many phases depend on third-party services (e.g., MLS boards, IDX providers, hosting companies, social networks)
which are outside our control;
Any changes you request after seeing initial work may extend timelines;
All dates and milestones we provide are good-faith estimates, not fixed or guaranteed deadlines.

If you have critical promotions or campaigns planned, you must notify us early and allow for appropriate time buffers
so you do not rely on tentative timelines as fixed dates.

16.4 Errors, Omissions, and Support Process

Once we inform you that a project or major phase is complete, there may still be minor errors, omissions, or adjustments
needed—this is normal with custom sites involving multiple contributors.

You agree that:

It is your responsibility to review the site and notify us of any errors or missing items;
We will correct reasonable errors and omissions within a reasonable time (typically within up to three (3) business days);
You must submit change requests and support tickets through the designated Help Center or support channel, not solely
via phone or text, so that there is a written record.

For critical bugs or outages affecting the functioning of the site, you must mark your support ticket as “CRITICAL.”
If you do not receive an acknowledgement within a reasonable time, you should escalate using the contact methods we provide.

Minor changes (such as phone number updates or single-image uploads) may be done at no additional charge if they are not
excessive. We reserve the right to charge for frequent or extensive change requests.

16.5 Scope of Performance Guarantee

For packages that explicitly include a performance guarantee over a defined period (for example, six (6) months or twelve (12) months),
we will typically:

- Create and maintain a website, social media presence, and related modules designed to generate targeted traffic;

Add or adjust content based on traffic analysis and performance;
Review leads and traffic quality and look for legitimate potential clients.

Any specific traffic numbers, search engine placement expectations, or revenue examples described in our marketing
materials or prior agreements are illustrative only. Any enforceable guarantee must be explicitly stated in your
written, signed guarantee document.

16.6 Factors Affecting Enforcement of Performance Guarantee

Various factors may void, suspend, or limit any performance guarantee, including but not limited to:

Major internet or infrastructure collapse.
Severe market collapse or extraordinary events (e.g., major financial crashes, natural disasters, pandemics, war,
or similar events that drastically affect demand).
Changes you or third parties make to the site, structure, or code, including hiring outside developers to alter our code
or layout without our written approval.
Hiring outside SEO companies, purchasing external SEO products, or using “tricks” or tactics contrary to our guidance.
Your IP address, domain, or key email addresses being repeatedly blacklisted or suspended.
Changing key page structures or targeted keyword areas in ways that materially alter our strategy without our approval.
Moving critical listing or client search functions entirely off-site in a way that undermines our optimization strategy.
Delays in MLS/IDX setup or unreliable data feeds from third-party providers, including nonpayment or restrictions imposed by brokers.
Failure to make required monthly payments on time.
Failure to keep your domain renewed and in good standing.
Mass marketing or spam activities that harm the reputation of your domain or IP.
Engaging in activities that get you blacklisted from major platforms or search engines, including non-compliant practices,
excessive dead links, or other tactics against platform policies.
Insisting on a site design or architecture contrary to our recommendations that materially impacts performance, after we have
advised you of the risks.
Failing to establish or maintain core accounts essential to your success (e.g., Google Business Profile, Facebook, Instagram,
YouTube, LinkedIn, Zillow, TikTok, etc.).
Failing to supply us with client lists, photos, local events, or community updates required for hyperlocal content.
Failing to consistently respond to leads, reviews, or social media engagement in a timely manner.
Failing to collaborate with our team, including not replying to emails, not using “reply all” when appropriate, or not
whitelisting our email addresses.
Delays or unresponsiveness (for example, not responding within two (2) business days when we reach out).
Purchasing fake followers, fake traffic, or similar artificial engagement.
Not documenting your real-world business activity that we can leverage for content (e.g., projects, events, work in progress).
Any other behavior that materially interferes with our ability to perform the services as designed.

If you insist on changes (for example, unusual design choices that conflict with our recommendations) after we have
advised you of their impact, we may confirm in writing that such changes void the performance aspect of any guarantee.

16.7 Cancellation and Termination of Performance Guarantee

If you enter into a performance guarantee agreement, you understand and agree that:

Once you sign (electronically or physically), you are bound by the contract and related EULA for the duration of the
guarantee period, unless otherwise specified in writing;
You are responsible for prompt payment of all monthly fees associated with the contract; failure to pay is a breach;
Sometimes we pause monthly payment to spur client to get motivated to become team player. It is not waived but due at guarantee end or subtracted from refund calculations.
If you default or cancel early, we may treat it as a breach and you may be liable for the full remaining contract value;
If a refund is potentially due under the performance guarantee, we may take up to ninety (90) days after your notice to
review performance data, confirm your eligibility, and process any refund in accordance with the written guarantee terms.

In addition, the Company may hold your domain, website, and related digital assets as collateral until all amounts owed are
paid in full. If amounts owed are not satisfied by such collateral, we reserve the right to charge interest (for example, up to
18% APR where permitted by law) and require prepayment of future hosting or service fees before reinstating any services.