BULWK DAEMON SOFTWARE LICENSE Version 1.0 Copyright (c) 2025 BMC Saasy Technologies, Inc. ALL RIGHTS RESERVED This software and associated documentation files (the "Software") are the exclusive property of BMC Saasy Technologies, Inc. ("Licensor"). By using, copying, modifying, or distributing the Software, you agree to be bound by the terms of this License. ================================================================================ 1. DEFINITIONS ================================================================================ 1.1 "Software" means the Bulwk Daemon execution client, including all source code, object code, documentation, and associated files. 1.2 "Derivative Work" means any work based upon the Software, including modifications, enhancements, translations, adaptations, or any other form in which the Software may be recast, transformed, or adapted. 1.3 "Signal Service" means the proprietary signal generation and distribution service operated by Licensor, accessible only via authenticated API credentials. 1.4 "End User" means an individual or entity that uses the Software for personal liquidity provision purposes without redistribution rights. 1.5 "License Holder" means an entity that has purchased a valid commercial license from Licensor (Standard Access License or Enterprise License). 1.6 "License 1 Holder" means an entity with Standard Access License ($300,000/year) with B2C distribution rights. 1.7 "License 2 Holder" means an entity with Enterprise License ($1,250,000/year) with B2B and B2C distribution rights. ================================================================================ 2. GRANT OF LICENSE ================================================================================ 2.1 END USERS (No Commercial License): Subject to the terms of this License, Licensor grants End Users a limited, non-exclusive, non-transferable, revocable license to: (a) Use the Software for personal liquidity provision (b) Execute the Software on their own computing devices (c) Access the Signal Service subject to active subscription END USERS MAY NOT: (x) Modify, adapt, or create Derivative Works (y) Distribute, sublicense, or transfer the Software (z) Use the Software for any commercial purpose (w) Reverse engineer or decompile the Software 2.2 LICENSE 1 HOLDERS (Standard Access - $300K/year): Subject to valid License 1 and continued payment, License 1 Holders may: (a) Use the Software for internal business operations (b) Create Derivative Works (subject to Section 3.2) (c) Distribute the Software to End Users (B2C only) (d) Customize and rebrand the Software for their End Users (e) Access the Signal Service with API credentials LICENSE 1 HOLDERS MAY NOT: (x) Distribute or sublicense to other businesses (B2B) (y) Claim ownership of Derivative Works (see Section 3.2) (z) Operate the Software without active Signal Service access (w) Share API credentials with unauthorized parties 2.3 LICENSE 2 HOLDERS (Enterprise License - $1.25M/year): Subject to valid License 2, continued payment, and 5% revenue share, License 2 Holders receive all rights from Section 2.2 PLUS: (a) Distribute or sublicense to other businesses (B2B) (b) Resell Signal Service access to enterprise clients (c) Create white-label versions for B2B distribution (d) Priority support and quarterly business reviews LICENSE 2 HOLDERS MUST: (x) Pay 5% of ALL gross revenue from sublicensing quarterly (y) Submit quarterly revenue reports (due 15 days after quarter end) (z) Maintain accurate records subject to annual audit (w) Display attribution "Powered by Bulwk" in all distributions LICENSE 2 HOLDERS MAY NOT: (x) Claim ownership of Derivative Works (see Section 3.2) (y) Operate without active Signal Service access (z) Sublicense Enterprise rights to third parties ================================================================================ 3. INTELLECTUAL PROPERTY - AUTOMATIC DERIVATIVE ASSIGNMENT ================================================================================ 3.1 OWNERSHIP: Licensor retains all right, title, and interest in and to the Software, including all intellectual property rights. No ownership rights are transferred under this License. 3.2 AUTOMATIC ASSIGNMENT OF DERIVATIVE WORKS: **CRITICAL: ALL DERIVATIVE WORKS AUTOMATICALLY BELONG TO LICENSOR** By creating any Derivative Work, the creator hereby AUTOMATICALLY and IRREVOCABLY assigns to Licensor: (a) All right, title, and interest in the Derivative Work (b) All intellectual property rights, including copyrights, patents, trade secrets, and any other proprietary rights (c) The exclusive right to use, modify, distribute, sublicense, and commercially exploit the Derivative Work in perpetuity (d) All moral rights and rights of attribution This assignment occurs IMMEDIATELY upon creation of the Derivative Work, without requirement of written notice or separate agreement. 3.3 LICENSE BACK TO DERIVATIVE CREATORS: Upon automatic assignment under Section 3.2, Licensor grants back to the creator a LIMITED license to use the Derivative Work according to their License tier: LICENSE 1 HOLDERS: - May use Derivative Works for B2C distribution only - May customize for their End Users - DO NOT own the Derivative Works - No revenue sharing required LICENSE 2 HOLDERS: - May use Derivative Works for B2B and B2C distribution - May sublicense to other businesses - DO NOT own the Derivative Works - Must pay 5% revenue share on ALL gross revenue from sublicensing END USERS: - No rights to Derivative Works 3.4 ENFORCEMENT: Licensor may enforce ownership rights to any Derivative Work at any time, including demanding cessation of use, seeking injunctive relief, or claiming damages for unauthorized use. ================================================================================ 4. DISTRIBUTION RIGHTS ================================================================================ 4.1 License 1 Holders may distribute the Software to unlimited End Users for B2C purposes only, provided: (a) Each distribution includes this License in full (b) No distribution to businesses for their own sublicensing (c) Signal Service access is maintained for all End Users (d) Licensor's copyright notices remain intact 4.2 License 2 Holders may distribute the Software to businesses (B2B) and End Users (B2C), provided: (a) Each distribution includes this License in full (b) Attribution "Powered by Bulwk" is displayed prominently (c) 5% revenue share is paid on ALL gross revenue (d) Quarterly reports are submitted on time (e) Recipients do not receive Enterprise sublicensing rights 4.3 All distributions must preserve Licensor's ownership and this License. ================================================================================ 5. SIGNAL SERVICE DEPENDENCY ================================================================================ 5.1 The Software is designed to operate exclusively with Licensor's Signal Service. The Software has no standalone value without access to the Signal Service. 5.2 Signal Service access requires: (a) Valid API credentials issued by Licensor (b) Active license or subscription in good standing (c) Compliance with all License terms 5.3 Licensor may revoke Signal Service access immediately if: (a) License fees are not paid within 30 days of due date (b) This License is violated (c) Fraudulent activity is detected (d) Revenue sharing obligations are not met (License 2) 5.4 Any attempt to: (a) Reverse engineer the Signal Service (b) Create alternative signal sources (c) Intercept or decrypt signal communications (d) Share API credentials with unauthorized parties constitutes material breach and immediate termination of all rights. ================================================================================ 6. RESTRICTIONS ================================================================================ 6.1 You may not: (a) Remove or alter copyright, trademark, or proprietary notices (b) Use Licensor's name or trademarks without written permission (c) Claim ownership of the Software or Derivative Works (d) Patent any invention based on the Software (e) Use the Software in any unlawful manner (f) Transfer your license to another party without written consent 6.2 License 1 Holders specifically may not: (a) Distribute to businesses for B2B use (b) Sublicense Enterprise rights 6.3 License 2 Holders specifically may not: (a) Avoid revenue sharing by underreporting revenue (b) Refuse audit requests (maximum once per year) (c) Sublicense Enterprise tier rights to customers ================================================================================ 7. TERMINATION ================================================================================ 7.1 This License terminates automatically if you: (a) Breach any term of this License (b) Fail to pay license fees within 30 days (c) Fail to submit quarterly revenue reports (License 2) (d) Refuse to comply with audit requests (License 2) (e) Misrepresent ownership of Derivative Works 7.2 Upon termination: (a) All rights granted under this License cease immediately (b) You must cease all use and distribution of the Software (c) You must destroy all copies in your possession (d) Signal Service access is revoked immediately (e) Licensor retains ownership of all Derivative Works created (f) Outstanding revenue share obligations remain due (License 2) 7.3 Sections 3 (Intellectual Property), 8 (No Warranty), 9 (Limitation of Liability), and 10 (Governing Law) survive termination. ================================================================================ 8. NO WARRANTY ================================================================================ THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT: (a) The Software will meet your requirements (b) The Software will be uninterrupted, secure, or error-free (c) The Signal Service will generate profits (d) Any Derivative Works will have commercial value FINANCIAL MARKETS CARRY INHERENT RISK. YOU MAY LOSE MONEY USING THIS SOFTWARE. ================================================================================ 9. COMPLETE LIMITATION OF LIABILITY & IMMUNITY ================================================================================ 9.1 ABSOLUTE DISCLAIMER OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY LAW, LICENSOR, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES SHALL HAVE ABSOLUTELY NO LIABILITY FOR ANY DAMAGES, LOSSES, OR CLAIMS OF ANY KIND, INCLUDING BUT NOT LIMITED TO: (a) Financial losses, trading losses, or investment losses of any amount (b) Lost profits, revenue, data, business opportunities, or goodwill (c) Direct, indirect, incidental, special, consequential, or punitive damages (d) Personal injury, death, or property damage (e) Damages arising from market volatility, price fluctuations, or trading decisions (f) Damages arising from Software errors, bugs, or malfunctions (g) Damages arising from service interruptions, downtime, or data loss (h) Damages arising from unauthorized access, hacking, or security breaches (i) Damages arising from third-party actions or omissions THIS LIMITATION APPLIES EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE). 9.2 MAXIMUM LIABILITY CAP: IN NO EVENT SHALL LICENSOR'S TOTAL AGGREGATE LIABILITY EXCEED THE LESSER OF: (a) $0 (ZERO DOLLARS), OR (b) Any fees actually paid by you to Licensor in the preceding 12 months This cap applies to ALL CLAIMS in the aggregate, regardless of the number of incidents or legal theories asserted. 9.3 COMPLETE ASSUMPTION OF RISK: YOU ACKNOWLEDGE AND AGREE THAT: (a) You use the Software and Signal Service entirely AT YOUR OWN RISK (b) You assume ALL RISK of financial loss, trading losses, and investment losses (c) You are solely responsible for all trading decisions and outcomes (d) You have consulted with financial, legal, and tax advisors before using the Software (e) You understand that past performance does not guarantee future results (f) You understand that financial markets are inherently volatile and unpredictable (g) YOU MAY LOSE YOUR ENTIRE INVESTMENT AND SHOULD NOT RISK MORE THAN YOU CAN AFFORD TO LOSE 9.4 RELEASE OF ALL CLAIMS: YOU HEREBY IRREVOCABLY RELEASE, WAIVE, AND DISCHARGE LICENSOR AND ITS AFFILIATES FROM ANY AND ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, LIABILITIES, DAMAGES, AND EXPENSES (INCLUDING ATTORNEYS' FEES) OF ANY KIND, WHETHER KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, ARISING OUT OF OR RELATED TO YOUR USE OF THE SOFTWARE OR SIGNAL SERVICE. 9.5 WAIVER OF CALIFORNIA CIVIL CODE §1542 AND EQUIVALENT: You expressly waive the benefits of California Civil Code §1542 (and any equivalent statute in other jurisdictions), which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." YOU UNDERSTAND THAT YOU ARE RELEASING UNKNOWN AND UNSUSPECTED CLAIMS. 9.6 FULL INDEMNIFICATION BY YOU: YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS LICENSOR, ITS AFFILIATES, PARENT COMPANIES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, LICENSORS, SUPPLIERS, AND REPRESENTATIVES FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, COSTS, EXPENSES, OR FEES (INCLUDING REASONABLE ATTORNEYS' FEES) ARISING FROM OR RELATED TO: (a) Your use or misuse of the Software or Signal Service (b) Your violation of this License or any applicable laws or regulations (c) Your trading activities, investment decisions, or financial losses (d) Your violation of any third-party rights, including intellectual property rights (e) Any content, data, or information you submit or transmit (f) Your negligence, willful misconduct, or violation of any duty (g) Any claims by third parties arising from your use of the Software (h) Your distribution of the Software to End Users (License Holders only) (i) Any End User claims against Licensor (License Holders only) This indemnification obligation survives termination of this License. 9.7 DEFENSE AND SETTLEMENT: Licensor reserves the right to assume exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate fully with Licensor in asserting any available defenses. You may not settle any claim without Licensor's prior written consent. ================================================================================ 10. GOVERNING LAW & DISPUTE RESOLUTION ================================================================================ 10.1 CHOICE OF LAW: This License is governed by the laws of the jurisdiction selected by Licensor at its sole discretion, which may include but is not limited to: United States (any state), United Kingdom, European Union member states, or United Arab Emirates. Licensor reserves the right to select the most favorable jurisdiction for enforcement of this License. 10.2 MANDATORY BINDING ARBITRATION: ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS LICENSE SHALL BE RESOLVED EXCLUSIVELY THROUGH BINDING ARBITRATION. (a) Arbitration shall be conducted by a single arbitrator under the rules of the arbitration body selected by Licensor (AAA, JAMS, LCIA, or equivalent) (b) Arbitration venue and seat shall be determined by Licensor (c) Arbitration shall be conducted in English (d) Arbitrator's decision is final and binding with no right of appeal (e) Each party bears its own costs (no fee shifting) 10.3 WAIVER OF CLASS ACTION AND JURY TRIAL: YOU WAIVE ALL RIGHTS TO: (a) Participate in any class action, collective action, or representative proceeding (b) Trial by jury (c) Litigation in any court (d) Any form of group or consolidated claims ALL CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY ONLY. 10.4 SUBMISSION TO JURISDICTION: By using this Software, you irrevocably submit to the personal jurisdiction of any court or arbitration venue selected by Licensor for enforcement of this License or any arbitration award. 10.5 INJUNCTIVE RELIEF: Notwithstanding arbitration requirements, Licensor may seek immediate injunctive or equitable relief in any court of competent jurisdiction to prevent unauthorized use, infringement, or breach of intellectual property rights. ================================================================================ 11. ENTIRE AGREEMENT ================================================================================ 11.1 This License constitutes the entire agreement between you and Licensor regarding the Software and supersedes all prior agreements. 11.2 No modification to this License is valid unless in writing and signed by an authorized representative of Licensor. 11.3 If any provision is found unenforceable, the remaining provisions continue in full effect. 11.4 Waiver of any breach does not constitute waiver of subsequent breaches. ================================================================================ 12. CONTACT ================================================================================ For licensing inquiries, technical support, or legal questions: BMC Saasy Technologies, Inc. Email: legal@bulwk.com ================================================================================ BY USING THIS SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE, DO NOT USE, COPY, MODIFY, OR DISTRIBUTE THIS SOFTWARE. ================================================================================ END OF LICENSE ================================================================================