These Terms & Conditions (“Terms”) govern your access to and use of this website, including your submission of information through the “Build With Us” form.

This website is operated by Digital Business Lab LLC (“DBL,” “we,” “us,” or “our”). By accessing this website or submitting the “Build With Us” form, you acknowledge that you have read and agree to these Terms and our Privacy Policy.

If you do not agree to these Terms, you should not use the website or submit information through the form.

1. Scope of These Terms

These Terms apply only to your use of this website and to the initial submission and evaluation process.

Any consulting services, venture-building activities, strategic partnership, equity participation, investment, development work, or other business relationship involving DBL will be governed by a separate written agreement signed by the relevant parties.

If a separate written agreement conflicts with these Terms, the separate written agreement will control with respect to the subject matter of that agreement.

2. Description of DBL

DBL operates as a Venture Studio focused on identifying, evaluating, validating, building, and helping scale business ideas within areas where DBL identifies meaningful potential for innovation, commercial viability, scalability, and global growth.

In selected cases, DBL may propose a strategic partnership, equity participation, or another form of business collaboration. Any such arrangement is subject to additional evaluation, due diligence, negotiation, and a separate written agreement.

Information presented on this website is a general description of DBL’s business model and does not constitute a binding commitment to provide any particular service, investment, resource, or partnership structure.

3. Eligibility

This website and the “Build With Us” form are intended for individuals who are at least 18 years old and have the legal capacity to enter into binding agreements.

If you submit information on behalf of a company, organization, project team, or another person, you represent that you have the authority to do so and to accept these Terms on their behalf.

4. No Guarantee of Acceptance, Partnership, or Outcome

Submitting an idea, business concept, project, or other information does not guarantee that DBL will evaluate it beyond an initial review or agree to fund, develop, build, promote, invest in, or partner on it.

DBL may accept or decline any submission at its discretion and is not required to provide reasons, feedback, analysis, or compensation in connection with that decision.

Nothing on this website or in any preliminary communication constitutes:

• An offer or commitment to invest;
• A promise to provide services or financing;
• An agreement to form a partnership or joint venture;
• A guarantee of revenue, profitability, funding, growth, market acceptance, or commercial success; or
• An obligation to continue discussions or negotiate an agreement.

Business development and early-stage ventures involve uncertainty and risk. Past results, examples, forecasts, projections, or market estimates do not guarantee future results.

5. Venture Partnership

When DBL and an entrepreneur, founder, company, or project owner mutually decide to move forward under the Venture Partnership model, the parties will enter a negotiation process to define the proposed terms of their strategic alliance.

Depending on the nature of the venture, these negotiations may address:

• The financial, operational, technological, intellectual-property, professional, or other contributions of each party;
• The roles, responsibilities, and commitments of each party;
• Ownership interests and equity participation;
• Governance, management, voting rights, and decision-making authority;
• Control over the venture and its business operations;
• Ownership and use of intellectual property;
• Distribution of profits, losses, dividends, or other economic benefits;
• Funding obligations and future capital requirements;
• Confidentiality, exclusivity, transfer restrictions, and exit provisions; and
• Any other commercial or legal terms applicable to the proposed relationship.

If the parties reach an agreement, the Venture Partnership will be documented in an appropriate written agreement, which may include an operating agreement, shareholders’ agreement, joint venture agreement, partnership agreement, contribution agreement, or another definitive legal instrument appropriate for the venture.

No Venture Partnership, ownership interest, equity right, joint venture, fiduciary relationship, profit-sharing right, or legally binding association is created merely because:

• DBL evaluates or approves an idea;
• The parties discuss a potential partnership;
• An entrepreneur expresses interest in or accepts a preliminary proposal;
• The parties begin negotiations, meetings, due diligence, or planning activities; or
• DBL provides preliminary feedback, recommendations, or support.

The Venture Partnership becomes effective only after all required definitive agreements have been negotiated, approved, and signed by DBL and the other relevant parties through their authorized representatives.

Unless a separate binding agreement provides otherwise, either party may discontinue the Venture Partnership negotiations at any time before the definitive agreement is signed.

6. Submitted Ideas and Materials

You retain any ownership rights that you lawfully hold in the original materials you submit. DBL does not acquire ownership of your submitted materials solely because you submit them through the website.

By submitting materials, you grant DBL a limited, non-exclusive, royalty-free right to receive, store, reproduce, review, analyze, and internally share those materials solely for the purpose of evaluating the submission, communicating with you, and determining whether to explore a potential business relationship.

This limited evaluation right does not authorize DBL to commercially exploit your proprietary materials without a separate written agreement.

You represent and warrant that:

• You have the right and authority to submit the information and materials;
• Your submission does not violate any agreement or confidentiality obligation;
• Your submission does not infringe or misappropriate another person’s intellectual property, privacy, publicity, contractual, or other legal rights; and
• You will not submit trade secrets or confidential information belonging to a third party without proper authorization.

Ideas, concepts, methods, business models, and general information may not always qualify for intellectual property protection. These Terms do not create intellectual property rights that would not otherwise exist under applicable law.

7. Similar or Independently Developed Ideas

DBL evaluates and develops business concepts across multiple industries. DBL may currently be reviewing, developing, advising, or participating in projects that are similar to your submission.

You acknowledge that DBL may receive similar ideas from other parties or may independently develop similar concepts without using your protected confidential information.

Nothing in these Terms prevents DBL from evaluating, developing, financing, or participating in another project merely because it has features, markets, technologies, strategies, or business models similar to those described in your submission.

This provision does not authorize DBL to use intellectual property or confidential information protected by a separate written agreement.

8. Confidentiality and Non-Disclosure Agreements

DBL will handle personal information included in a submission in accordance with its Privacy Policy.

However, submitting information through the website does not, by itself, create a confidential, fiduciary, advisory, agency, partnership, investment, or other special relationship between you and DBL.

Unless DBL has signed a separate written non-disclosure agreement through an authorized representative before the disclosure, submitted information will not be considered confidential solely because it was submitted through the website.

You should not include trade secrets, source code, passwords, financial account information, government identification numbers, or other highly sensitive or proprietary information in the initial form.

You may request a non-disclosure agreement before sharing sensitive details. DBL is not obligated to enter into an NDA, and no NDA will be effective unless it is signed by DBL and the other relevant parties before the protected information is disclosed.

9. No Partnership, Agency, or Fiduciary Relationship

Except when expressly established through a definitive written agreement under the Venture Partnership model, your use of the website, submission of an idea, participation in a call, or exchange of preliminary communications with DBL does not create:

• A partnership or joint venture;
• An investor or shareholder relationship;
• An employment or independent-contractor relationship;
• An agency or representation relationship;
• A fiduciary duty;
• An advisory relationship; or
• An exclusive negotiation obligation.

Any such relationship must be expressly established in a separate written agreement signed by the relevant parties.

10. No Financial, Investment, Tax, or Legal Advice

Content available through this website, including content related to financial or investment matters, is provided solely for general informational and business-evaluation purposes.

Nothing on this website constitutes financial, securities, investment, tax, accounting, or legal advice, or a recommendation to purchase, sell, or hold any investment or financial product.

Nothing on this website constitutes an offer to sell or a solicitation of an offer to purchase securities or ownership interests.

You should consult appropriately licensed professionals before making legal, tax, financial, or investment decisions.

11. Website Intellectual Property

Unless otherwise stated, the website and its original content, text, design, graphics, logos, branding, visual elements, software, and other materials are owned by or licensed to DBL and are protected by applicable intellectual property laws.

You may access and use the website only for legitimate personal or business-evaluation purposes.

You may not copy, reproduce, modify, distribute, publish, sell, license, reverse engineer, scrape, or commercially exploit any portion of the website without DBL’s prior written permission, except as permitted by applicable law.

Digital Business Lab, DBL, and related names, logos, and branding may not be used in a manner that suggests sponsorship, endorsement, partnership, or affiliation without prior written authorization.

12. Prohibited Uses

You may not use the website or submission form to:

• Violate applicable laws or regulations;
• Submit false, misleading, fraudulent, defamatory, or unlawful information;
• Infringe or misappropriate another party’s rights;
• Introduce malware, malicious code, or harmful technology;
• Attempt to gain unauthorized access to the website or related systems;
• Interfere with the website’s operation or security;
• Collect information about other users;
• Impersonate another person or misrepresent your authority or affiliation; or
• Use automated systems to scrape, extract, or reproduce website content without permission.

DBL may restrict or terminate access to the website when it reasonably believes these Terms have been violated.

13. Third-Party Websites and Services

This website may contain links to third-party websites or communication, hosting, scheduling, form-processing, or other external services.

DBL does not control and is not responsible for the availability, content, security, accuracy, terms, or privacy practices of third-party services.

Your use of a third-party service is governed by that provider’s own terms and policies.

14. Disclaimer of Warranties

To the fullest extent permitted by applicable law, this website and its content are provided on an “as is” and “as available” basis.

DBL does not warrant that the website will always be available, uninterrupted, secure, error-free, or free from viruses or other harmful components.

DBL does not warrant that website content will be complete, accurate, current, or suitable for any particular purpose.

15. Limitation of Liability

To the fullest extent permitted by applicable law, DBL and its owners, managers, officers, employees, contractors, and affiliates will not be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages arising from or related to:

• Your access to or use of the website;
• Your inability to access or use the website;
• Your reliance on website content;
• Your submission of an idea or project;
• DBL’s decision not to pursue a submission;
• Unauthorized access to or alteration of information; or
• Third-party websites or services.

Nothing in these Terms excludes or limits liability that cannot legally be excluded or limited under applicable law.

Any liability arising from services, investments, partnerships, equity arrangements, or development work performed under a separate written agreement will be governed by that agreement.

16. Indemnification

To the extent permitted by law, you agree to defend, indemnify, and hold harmless DBL and its owners, managers, officers, employees, contractors, and affiliates from claims, losses, liabilities, damages, costs, and reasonable legal expenses arising from:

• Your violation of these Terms;
• Information or materials you submit;
• Your infringement or misappropriation of another party’s rights;
• Your breach of a confidentiality or contractual obligation owed to another party; or
• Your unlawful or unauthorized use of the website.

17. Governing Law and Venue

These Terms are governed by the laws of the State of Florida, United States, without regard to conflict-of-law principles.

Subject to any different dispute-resolution provision contained in a separate written agreement, any legal action arising from these Terms, the website, or the submission process must be brought in the state or federal courts located in Miami-Dade County, Florida.

You and DBL consent to the personal jurisdiction and venue of those courts.

18. Changes to These Terms

DBL may update these Terms periodically to reflect changes in its website, business practices, or legal obligations.

The “Last updated” date identifies the most recent revision. Updated Terms become effective when posted unless a later effective date is stated.

Changes will apply prospectively. A submission will generally remain subject to the version of the Terms accepted when that submission was made, unless otherwise agreed or required by law.

19. Severability and Waiver

If any provision of these Terms is determined to be invalid or unenforceable, that provision will be enforced to the maximum extent permitted, and the remaining provisions will remain in effect.

DBL’s failure to enforce any provision does not waive its right to enforce that provision or any other provision later.

20. Entire Agreement

These Terms, together with the Privacy Policy and any policies expressly incorporated by reference, constitute the entire agreement between you and DBL regarding your use of the website and the initial submission process.

These Terms do not replace or modify any separate written agreement signed by DBL and the relevant parties.

21. Contact Us

If you have questions about these Terms, contact:

Digital Business Lab LLC
Miami, Florida, United States
Phone: +1 786-940-0991

You may also contact us through the Build With Us form.