Darkpool Media Corp and their affiliates and control persons (the “Publisher”) are in the business of publishing favorable information and/or advertisements (the “Information”) about the securities of publicly traded companies (each an “Issuer” or collectively the “Issuers”) in exchange for compensation (the “Campaigns”). Persons receiving the Information are referred to as the “Recipients.” The person or entity paying the Publisher for the Campaign is referred to herein as the “Paying Party”. The Paying Party may be an Issuer, an affiliated or non-affiliate shareholder of an Issuer or another person hired by the Issuer or an affiliate or non-affiliate shareholder of the Issuer. The nature and amount of compensation paid to the Publisher for the Campaign and creating and/or publishing the Information about each Issuer is set forth below under the heading captioned, “Compensation”.

Because we receive compensation for dissemination of the information about our clients, our publicly disseminated publications should not be regarded in any manner whatsoever as independent. We hereby certify that no part of our compensation was, is, or will be, directly or indirectly, related to the specific recommendation or views expressed in any of our materials. Our services and commercial advertisements rendered are not related to, connected to, nor are they contingent on a client’s stock price performance.

We are sometimes paid for commercial advertisements and distributions in cash, stock, Rule 144 stock, warrants, options or other securities in lieu of or in addition to our stated compensation schedule. This compensation and ownership of securities of a client’s common stock constitutes a conflict of interest as to our ability to remain objective in our communication regarding our profiled companies. More information can be received from our client company’s website. We may write commercial advertisements or promote a given company on other occasions.

If you clicked on a link to this page, then this Disclaimer is applicable to the Information you received or will receive about the Issuers mentioned under the heading “COMPENSATION” at the bottom of this Disclaimer.

METHODS OF DISSEMINATION

The Publisher may use various types of media (the “Media”) to disseminate the Information, at its discretion without notice to Recipients. The Information may be published on and/or through any or all the non-exclusive methods below:

Websites owned, controlled and/or operated by the Publisher including but not limited to; Darkpoolmedia.com

websites owned and/or operated by the Publisher’s affiliates and non-affiliates,

online communities, financial forums, trader, chat rooms, social media platforms and/or newsletters using online identities some or all of which may or may not be anonymous,

text message alerts,

audio services,

online live interviews,

news outlets located, coordinated or paid by the Publisher,

email communications, and

other communications sent to the Recipients from time to time.

push notifications

influencers

podcasts

online interviews

audio ads

banner ads

native ads

responsive ads

DISCLAIMERS AND RISKS

An underwriting in the Issuers is subject to numerous risks including but not limited to those set forth in this Disclaimer. Some but not all of these risks include:

1. The Campaigns vary between Issuers. Campaigns may consist of dissemination though one or more types of Media while other Campaigns may use one or more different types of Media. Different types of Media may be disseminated at different times to different Recipients. Some types of the Media may be disseminated for longer periods of time than other types of Media. The Media may be coordinated in a manner designed to create an increase in the volume and trading price of an Issuer’s securities for a temporary period of time. You should not consider increases in volume and price of an Issuer’s securities during a Campaign as an indication or measure of value or price.

2. The Publisher may disseminate the Information multiple times and at different times that are minutes, hours, days, weeks or even months apart. As such, the Information may be viewed by Recipients at different times that are minutes, hours, days or even weeks apart. Typically, the earlier the Recipient receives the Information, the lower the price at which he or she can purchase an Issuer’s securities. As a result, the later a Recipient receives the Information, the more likely it is that the Recipient will suffer increased trading losses if he purchases the securities of an Issuer. Recipients who receive the Information at later times will likely pay prices which are higher than the prices paid by Recipients who receive the information earlier in the Campaign. Temporary volume and price increases will likely result from Recipients buying an Issuer’s securities during the Campaign. If you underwrite an Issuer’s securities based upon these temporary volume and price increases, you will likely lose your underwriting.

3. The Publisher does not publish negative information because it is compensated to publish only favorable information. The Information is a one-sided incomplete favorable snapshot and as such, the Information is not balanced, complete, accurate, truthful or reliable. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting.

4. The Information does not include the information necessary to make an informed underwriting decision. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting. If you underwrite in the Issuers, you should be prepared to lose your entire underwriting without a change to your standard of living.

5. The Publisher receives the Information from the Issuer, Paying Party or other sources such as press releases, stock message boards or websites, the OTC Markets, Google, NASDAQ, NYSE, Yahoo, Bing, the Securities and Exchange Commission’s (“SEC”) Edgar database or other available sources. Information derived from these sources should not be deemed to be reliable, true or complete. The Publisher does not verify or assert the truthfulness, completeness, accuracy or reliability of the Information. The Publisher conducts no due diligence or investigation of the Issuers or their securities and it does not receive any verification from the Issuers concerning the truthfulness or completeness of the Information. The Publisher does not review, nor does it have the sophistication or resources necessary to analyze the financial condition, operations, business, management, risks or prospects involved in an underwriting in the securities of any of the Issuers. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting.

6. Past results of an Issuer do not guarantee future performance. The Information should not be interpreted in any way, shape, form or manner whatsoever as an indication of an Issuer’s future stock price or future financial performance. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting.

7. If the Information states that an Issuer’s securities are consistent with a future economic trend, then it should not be relied upon and should be considered as satire or an error. Even if a Recipient’s own independent research indicates that an Issuer’s securities are consistent with future economic trends, each Recipient should be aware that economic trends have their own limitations, including: (a) that economic trends or predictions may be speculative; (b) consumers, producers, borrowers, lenders and government may react in unforeseen ways and be affected by behavioral biases that The Publisher is unable to predict; (c) human and social factors may outweigh future economic trends that the Publisher state may or will occur; (d) clear cut economic predictions have their limitations in that they do not account for the fundamental uncertainty in economic life, as well as ordinary life; (e) economic trends may be disrupted by sudden jumps, disruptions or other factors that are not accounted for in economic trends analysis; in other words, past or present data predicting future economic trends may become irrelevant in light of new circumstances and situations in which uncertainty becomes reality rather than predicted economic outcome; or (f) if the trend predicted involves a single result, it ignores other scenarios that may be crucial to make a decision in the event of unknown contingencies. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting.

The Publisher is not nor is it qualified to act as: (i) an underwriting adviser or an entity engaging in activities that would be deemed to be providing underwriting advice that requires registration either at the federal or state level, (ii) a broker-dealer or an individual acting in the capacity of a registered representative or broker-dealer, (iii) a stock picker, (iv) a securities trading or underwriting expert, (v) a securities researcher or analyst, (vi) a financial planner or one who engages in financial planning, (vii) a party who provides advice about buy, sell or hold recommendations as to specific securities; (viii) a clairvoyant, physic or fortune teller, or (ix) a party or an agent offering securities for sale or soliciting their purchase. References in the Information that refer to a security as a “stock pick” means it is a stock advertised by the Publisher and is not an indication the Issuer or its securities have been picked, chosen, selected, researched or recommended by the Publisher or that the Publisher is qualified to pick, chose, select, research or recommend underwriting or securities. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting.

The Information should only be used, at most, and if at all, as a starting point for a Recipient to conduct a thorough investigation of the Issuer and its securities. If a Recipient relies on the Information in making an underwriting decision, the Recipient will likely lose most, if not all, of his or her underwriting. Under no circumstances should Recipients rely on the Information to make an underwriting decision or for any other purpose. If you rely on the Information in making an underwriting decision, you will likely lose your underwriting.

There is a high degree of risk in an underwriting in the securities of the Issuers. Recipients may encounter difficulties determining what, if any, portions of the Information are material or non-material, making it all the more imperative that each Recipient conducts its own independent investigation of the Issuer and its securities with the assistance of its legal, tax and financial advisors. Each Recipient is expressly advised to consult with its own financial, legal or other advisers prior to an underwriting in the securities of an Issuer. Recipients should review with these advisers, the filings and information that may be accessed at sec.gov or www.otcmarkets.com including: (i) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D), and (ii) reviewing Information and Disclosure Statements and financial reports filed with the OTCMarkets.com. Issuers may not be current in their reporting obligations with the SEC and the OTC Markets and/or their securities could have negative legends and designations at otcmarkets.com. Additionally, Recipients and their advisors should obtain and review: (i) publicly available information contained in commonly known search engines such as google, and (ii) underwriting guides at www.sec.gov and www.finra.org.

If an Issuer is an SEC reporting company, it could be delinquent (not current) in its periodic reporting obligations (i.e., in its quarterly and annual reports) with the SEC, or if it is an OTC Markets Pink Sheet quoted company, it may be delinquent in its Pink Sheet reporting obligations, which may result in OTC Markets posting a negative legend pertaining to the Issuer at www.otcmarkets.com, as follows: (i) “Limited Information” for companies with financial reporting problems, economic distress, or that are unwilling to file required reports with the Pink Sheets; (ii) “No Information,” which characterizes companies that are unable or unwilling to provide any disclosure to the public markets, to the SEC or the Pink Sheets; and (iii) “Caveat Emptor,” signifying buyers should be aware that there is a public interest concern associated with a company’s illegal spam campaign, questionable stock marketing, known investigation of a company’s fraudulent activity or its insiders, regulatory suspensions or disruptive corporate actions.

Recipient’s use of the Information is at its own risk. The Information is provided “as is” with no warranties of any type, without limitation. The Publisher is not responsible or liable for any person’s use of the Information or any success or failure that is directly or indirectly related to such person’s use of the Information because the Publisher has specifically stated that the information is not reliable and should not be relied upon for any purpose including an underwriting. The Publisher is not responsible for omissions or errors in the Information and the Publisher is not responsible for actions taken by any person who relies upon the Information. The Publisher makes no warranty or representation about the Information, including its completeness, accuracy, truthfulness or reliability. The Publisher disclaims, expressly and implicitly, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable.

The Publisher, the Paying Party or other service providers including stock promoters and advertisers (“Selling Parties”) could receive free-trading securities of an Issuer: (i) as compensation, (ii) in private or open market transactions at prices lower than the market price or price paid by Recipients, and/or (iii) in open market transactions before, during and after the Campaigns. Selling Parties may sell their securities of an Issuer at any time during the Campaigns, even while the Publisher publishes the Information instructing or encouraging Recipients to purchase securities of the Issuer. When Selling Parties sell their securities, the volume and trading price of the Issuer’s securities will likely decline. This will reduce the price at which Recipients can sell their securities and likely cause Recipients to suffer trading losses. Selling Parties may sell securities of the Issuers for less than the target prices set forth in the Information and Selling Parties may profit by selling its securities during the Campaigns while Recipients have a loss.

When Selling Parties acquire, purchase or sell the securities of an Issuer, it could (i) cause significant volatility in the Issuer’s securities; (ii) if purchasing, cause temporary but unrealistic increases in volume and price of the Issuer’s securities; and (iii) if selling, cause the Issuer’s stock price and trading volume to decline dramatically resulting in Selling Parties making substantial profits while Recipients who purchase during the Campaign experience significant losses.

The Campaigns are designed to increase the trading price of the Issuers’ securities by encouraging the Recipients of the Information to purchase an Issuer’s securities despite that the securities may not be a good underwriting, and the trading price of the Issuer’s securities will dramatically decline when the Campaign ends. If you rely on the Information in the Campaigns when making an underwriting decision, you will likely lose your underwriting.

If the Issuer’s trading price increases during the Campaign, it is likely the result of buying activity caused by the Campaign and such increase does not reflect the Issuer’s prospects, financial condition or an increase in the value of the Issuer’s securities. If you rely on this buying activity when making an underwriting decision, you will likely lose your underwriting.

If Selling Parties hold or are compensated in improperly free-trading securities of the Issuers, either directly or indirectly, the Selling Parties and the Issuer could be the subject to an SEC Enforcement action, including allegations of an illegal distribution in violation of Section 5(a) and 5(c) of the Securities Act which could cause you to lose your underwriting.

The Publisher may hire service providers to disseminate the Information about the Issuers and the Publisher may not have control over such parties. The Publisher does not verify the Information it receives from any party or information disseminated by other service providers. As such, you should not rely on the Information when making an underwriting decision.

The Information may contain statements asserting that an Issuer’s stock price has increased over a certain period of time which may reflect an arbitrary period of time, and such statements are not predictive or of any analytical quality. As such, Recipients should not rely on the Information as an analysis of the present or future potential of an Issuer or its securities. If you rely on the Information, you will likely lose your underwriting.

If any percentage gain of an Issuer’s securities from the previous day’s close is included in the Information, it is not and should not be construed as an indication that the future stock price or future operational results will reflect gains or otherwise prove to be advantageous to an underwriting in an Issuer. If you rely on the previous day's close as an indication of performance, it could cause you to lose your underwriting.

Past results of an Issuer do not guarantee future performance. The Information should not be interpreted in any way, shape, form or manner whatsoever as an indication of an Issuer’s future stock price or future financial performance.

Recipients should consider the securities of the Issuers as high risk, unstable, unpredictable and illiquid which may make it difficult for Recipients to sell any securities of the Issuers that they purchase. During the Campaign the trading volume and price of the securities of each Issuer will likely increase significantly. When the Campaign ends, the volume and price of the Issuer will likely decrease dramatically. As a result, Recipients who purchase during the Campaign or as a result of the Campaign will probably lose most, if not all, of their underwriting.

MM’s publication of the Information involves actual and material conflicts of interest including but not limited to the following:

- The Publisher receives monetary and/or securities compensation in exchange for disseminating the Information about the Issuers.

- The Publisher only publishes favorable information about the Issuers and does not publish any negative information about the Issuers.

- The Paying Parties likely hold securities of an Issuer which they acquired from the Issuer, affiliate or non-affiliate shareholders or from its own open market purchases before, during or after the Campaign. The Paying Parties may have acquired these securities for services or at prices lower than that paid by Recipients. The Paying Parties may sell these securities during the Campaign while the Publisher publishes the Information recommending that Recipients purchase. Selling by a Paying Party will likely cause Recipients who purchase securities of any of the Issuers to suffer losses.

Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 07/18/2024 and ending on 07/24/2024 to publicly disseminate information about (NASDAQ:KDLY) via digital communications. Darkpool Media has been compensated twenty thousand dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:KDLY). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 08/02/2024 and ending on 08/08/2024 to publicly disseminate information about (OTC:MSSV) via digital communications. Darkpool Media has been compensated ten thousand dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (OTC:MSSV). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 08/08/2024 and ending on 08/14/2024 to publicly disseminate information about (NASDAQ:CNTM) via digital communications. Darkpool Media has been compensated twelve thousand and five hundred dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:CNTM). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 08/08/2024 and ending on 08/14/2024 to publicly disseminate information about (NYSE:PAPL) via digital communications. Darkpool Media has been compensated nineteen thousand dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NYSE:PAPL). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 08/09/2024 and ending on 08/14/2024 to publicly disseminate information about (NASDAQ:VVPR) via digital communications. 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Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 08/15/2024 and ending on 08/20/2024 to publicly disseminate information about (NASDAQ:IVDA) via digital communications. Darkpool Media has been compensated twenty thousand dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:IVDA). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 08/23/2024 and ending on 08/28/2024 to publicly disseminate information about (NASDAQ:BHAT) via digital communications. Darkpool Media has been compensated seven thousand dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:BHAT). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 09/03/2024 and ending on 09/06/2024 to publicly disseminate information about (NASDAQ:BHAT) via digital communications. Darkpool Media has been compensated twelve thousand and five hundred dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:BHAT). Darkpool Media has been compensated ten thousand dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:QNTM). Pursuant to an agreement between Darkpool Media and a "Third Party". Darkpool Media has been hired for a period beginning on 10/03/2024 and ending on 10/04/2024 to publicly disseminate information about (NASDAQ:QNTM) via digital communications. Darkpool Media has been compensated twelve thousand and five hundred dollars USD from a third party via ACH Bank Wire Transfer to increase awareness for (NASDAQ:QNTM). Pursuant to an agreement between Darkpool Media and a "Third Party". 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