TERMS AND CONDITIONS

PLEASE READ THESE TERMS AND CONDITIONS OF USE ("TERMS AND CONDITIONS") CAREFULLY.
By accessing, browsing, using, subscribing, or interacting with this website located at www.favorpointcapital.com (the "Site"), or any information, services, content, tools, software, or products provided or made available by FavorPoint Capital LLC ("FavorPoint," "we," "our," or "us"), you are entering into a legally binding agreement and agree that you have read, understood, and consented to be bound by these Terms and Conditions, our Privacy Policy, and any other applicable notices, disclaimers, or guidelines posted on the Site (collectively, the "Agreement"). If you do not agree with these Terms and Conditions in their entirety, you are not authorized to access or use this Site.

This Agreement governs your access to and use of the Site, and any services, investment materials, content, tools, or transactions initiated or completed through the Site—whether made online, by phone, email, or other authorized method of interaction. Your compliance with these Terms is a condition of access, and you should retain a copy of this Agreement for your records.

FavorPoint Capital is a registered broker-dealer, and where applicable, a member of FINRA and SIPC. Nothing on this Site constitutes an offer or solicitation to buy or sell any securities. Investment opportunities are intended for accredited investors or qualified purchasers only and are made solely through formal offering materials, which must be reviewed in their entirety before making any investment decision. All investments carry risk, including the potential loss of capital. Past performance is not indicative of future results.

You are solely responsible for determining whether any investment strategy, opportunity, or financial instrument is appropriate based on your individual risk tolerance, objectives, and financial situation. We strongly recommend consulting with a licensed financial advisor, attorney, and/or tax professional before making any investment.

This Agreement contains a binding arbitration provision and a class action waiver that affect your legal rights. By using this Site, you waive your right to a trial by jury and agree that any disputes will be resolved via confidential binding arbitration, except as otherwise stated in the Dispute Resolution section below. Please review that section carefully, including any opt-out provisions, if applicable.

FavorPoint reserves the right to revise, update, or modify these Terms and Conditions at any time, at its sole discretion, by posting changes directly to the Site. It is your responsibility to check this page periodically for updates. Continued use of the Site following any changes constitutes your acceptance of those changes. New tools or features introduced on the Site will also be governed by these Terms.

1. Termination

Unless otherwise required by law, FavorPoint may terminate your access to all or part of the Site without cause, at any time, with or without notice to you. If you terminate your agreement to these Terms and Conditions, you may no longer use or access the Site. The termination of your access to the Site, regardless of the terminating party, will not affect your obligations or our rights arising under these Terms and Conditions before such termination.

2. Limitations of Liability

Risks of use. Access to the Site may be limited or unavailable during periods of peak demand, system upgrades, maintenance or for other reasons. FavorPoint will not be liable to you if you are unable to access information or use an online service through the Site.

LIMITATION OF DAMAGES

IN NO EVENT WILL FAVORPOINT OR ANY THIRD PARTIES MENTIONED ON THIS SITE BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, CONSEQUENTIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, SPECIAL, INDIRECT, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE, SITE-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE SITE, AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS INCLUDES, BUT IS NOT LIMITED TO, DAMAGES THAT MAY RESULT FROM THE USE, INCONVENIENCE, DELAY OR LOSS OF USE OF THE SITE, THE INFORMATION THEREIN OR FOR OMISSIONS OR INACCURACIES IN THE INFORMATION ON THE SITE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE LIABILITY OF FAVORPOINT TO YOU WITH RESPECT TO YOUR USE OF THIS SITE IS $250 (TWO HUNDRED FIFTY DOLLARS).

No Liability for Events Outside of FavorPoint's Control.

FavorPoint will not be liable for any loss that results from a cause over which FavorPoint does not have direct control. Such causes include, but are not limited to (1) the failure of electronic or mechanical equipment or communication lines; (2) telephone or other interconnect problems; (3) bugs, errors, configuration problems or the incompatibility of computer hardware or software; (4) the failure or unavailability of Internet access; (5) problems with Internet service providers or other equipment or services relating to your computer or network; (6) problems with intermediate computer or communications network or facilities; (7) problems with data transmission facilities or your telephone, cable or wireless service; or (8) unauthorized access, theft, operator errors, severe weather, earthquakes, or other natural disasters or labor disputes. FavorPoint is also not responsible for any damage to your computer, software, modem, telephone, wireless device or other property resulting in any way from your use of the Site.

3. Disclaimers of Warranties

TO THE EXTENT ALLOWED BY LAW, FAVORPOINT DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED, WITH REGARD TO THE SITE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND NON-INFRINGEMENT. THERE IS NO OTHER WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE SITE, THE INFORMATION THEREIN, AND ANY ONLINE SERVICE OFFERED THROUGH THE SITE. YOUR USE OF THE SITE, SITE-RELATED SERVICE, AND LINKED WEBSITES IS AT YOUR SOLE RISK. FAVORPOINT PROVIDES THIS SITE, CONTENT OR INFORMATION CONTAINED WITHIN IT, AND ANY ONLINE SERVICES AVAILABLE THROUGH THE SITE "AS IS" AND WITH ALL FAULTS. FAVORPOINT DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE SITE. THE SITE MAY CONTAIN INACCURACIES OR ERRORS AND FAVORPOINT DOES NOT WARRANT THAT ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY ERRORS IN THE SITE WILL BE CORRECTED. FAVORPOINT DOES NOT WARRANT THAT THIS SITE, ITS SERVERS, OR THE ONLINE SERVICES AVAILABLE THROUGH THIS SITE ARE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER DESTRUCTIVE PROGRAMMING. YOU DOWNLOAD ANY MATERIAL THROUGH THE USE OF THE ONLINE SERVICES AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.

WARRANTIES RELATING TO SERVICES OFFERED, SOLD, OR DISTRIBUTED BY FavorPoint ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED WITH OR IN CONNECTION WITH THE APPLICABLE SERVICES OR SEPARATE AGREEMENT RELATED THERETO.

4. No Professional Advice

The information contained on the Site provides only a general overview of subjects covered, is not intended to be taken as advice regarding any individual situation and should not be relied upon as such. Certain information on this Site may provide general investment education on various topics. You are solely responsible for determining whether any investment, investment strategy, security, or related transaction is appropriate for you based on your personal investment objectives, financial circumstances, and risk tolerance. The information appearing on the Site should not be construed as legal, tax, accounting, investment, or other professional advice. You should obtain appropriate advice from qualified professionals in your applicable jurisdiction regarding the circumstances of your individual and unique situation.

The information provided on this Site is not an offer to sell or a solicitation of an offer to buy any securities. Any offering or solicitation will be made only to qualified prospective investors, pursuant to offering and subscription documents, all of which should be read in their entirety.

5. Site Access, Security, and Restrictions; Protecting your Username and Password

You are prohibited from violating or attempting to violate the security of the Site, including, without limitation: (1) accessing data not intended for you or logging onto a server or an account which you are not authorized to access; (2) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (3) accessing or using the Site or any portion thereof without authorization, in violation of these Terms and Conditions, or in violation of applicable law.

You may not use any scraper, crawler, spider, robot, or other automated means of any kind to access or copy data on the Site, deep-link to any feature or content on the Site, or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site.

You are responsible for keeping your username and password confidential and not sharing or disclosing your username or password to any third party. You agree that you are fully responsible for all activity occurring under your username. If you believe that your username or password may have been lost or stolen, or if you suspect any unauthorized activity on your account, please contact us immediately.

Violations of system or network security may result in civil or criminal liability. FavorPoint will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site. FavorPoint may suspend or cancel your access to the Site if we suspect the Site, your account, or any online service offered through the Site is being used in an illegal, unauthorized, or fraudulent manner.

6. Electronic Signatures and Communications

All interactions with the FavorPoint Capital website (the "Site") are considered electronic communications. By visiting the Site, submitting information, creating an account, signing up for services, transmitting inquiries, downloading materials, or interacting with FavorPoint Capital LLC ("FavorPoint") via email, chat, or other digital means, you consent to receive communications from us electronically. You agree that any notices, disclosures, agreements, documents, or other communications we provide to you electronically shall satisfy any legal requirement that such communications be in writing and shall have the same legal effect as if physically signed and delivered.

By clicking on buttons such as "SUBMIT," "AGREE," "I ACCEPT," "CONTINUE," "REQUEST ACCESS," or any similar mechanism, you are affirmatively indicating your intent to be legally bound by such action and to enter into a binding agreement or transaction, as applicable. This includes agreements related to investor access, subscription requests, data room entry, offering materials, and/or financial transactions facilitated through our Site. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by this Agreement and any additional terms related to specific offerings or services you access.

Pursuant to applicable laws and regulations, including the United States Electronic Signatures in Global and National Commerce Act (E-Sign Act, P.L. 106-229), you hereby: Agree to the use of electronic records and signatures in connection with all transactions conducted through the Site; Consent to the delivery of all disclosures, notices, and contracts via electronic means; and Waive any requirement for original (non-electronic) signatures or delivery of paper records. You further agree that FavorPoint shall not be held liable for your failure to maintain the necessary hardware, software, or email configurations to receive or retain electronic communications.

6. Trademarks; Ownership of the Site

The trademarks, logos, graphics and service marks, (collectively the "Trademarks") displayed on the Site are registered and unregistered Trademarks of FavorPoint or its subsidiaries and affiliates and third-party vendors. Nothing contained on the Site grants or should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Trademarks on the Site, without the express prior written consent of FavorPoint or such affiliates and third party vendors that may own such Trademarks, which consents shall be in the sole and absolute discretion of FavorPoint. All pages within this Site and any material made available for download are the property of FavorPoint, or its licensors or suppliers, as applicable. Except as specifically provided in these Terms and Conditions, your use of any of the intellectual property rights, or any other information or content displayed on the Site is strictly prohibited. US and international copyright and trademark laws protect the Site and any content on the Site, and you agree to comply with all laws in your use of the Site. The contents of the Site and any materials accessed through or made available for use or download through the Site may not be copied, distributed, modified, reproduced, published, or used, in whole or in part, except for purposes authorized by these Terms and Conditions or otherwise approved in writing by FavorPoint. You may not frame or utilize framing techniques to enclose, or deep link to, any name, Trademarks, Site content or other proprietary information (including images, text, page layout, or form) of FavorPoint without our express written consent. FavorPoint will enforce all of its intellectual property rights to the fullest extent of the law.

7. Links to Other Websites

This Site may contain links to other websites operated by third parties. When you access a non-FavorPoint website, please understand that it is independent from FavorPoint, and that FavorPoint has no control over the content on that website. FavorPoint is not responsible for the content available on, or the use of, the third-party sites and makes no representations whatsoever about any other website that you may access through this Site. Such links do not imply FavorPoint's endorsement or approval of material on any other site. It is your responsibility to take precautions to ensure that material selected from such linked sites is free of such items as viruses, worms, Trojan horses and other items of a destructive nature. If you decide to access any of the third-party websites linked to this Site, you do this entirely at your own risk. FavorPoint is not responsible for, and expressly disclaims all liability for, damages of any kind arising out of the use of such linked sites, or references to or reliance on information contained therein.

8. Terms and Conditions of Use Subject to Change

FavorPoint reserves the right to revise these Terms and Conditions at any time without prior notice. You should, therefore, periodically visit this page to review the current Terms and Conditions, so you are aware of any such revisions to which you are bound. Your continued use of the Site after revisions to these Terms and Conditions will constitute your acceptance of such revised Terms and Conditions.

9. No Unlawful or Prohibited Use.

You may not use the Site for any purpose that is unlawful or prohibited by these Terms and Conditions.

10. Indemnification

You agree to indemnify, hold harmless and defend FavorPoint and its officers, directors, agents and employees from and against any and all claims, liabilities, damages, costs and expenses incurred by FavorPoint arising out of or related to your use of or access to the Site, your breach of these Terms and Conditions or violation of applicable law, or access to the Site by anyone using your username and password.

11. Attorney's Fees

If any claim, legal action or any arbitration or other proceeding is brought for the enforcement of these Terms and Conditions or because of an alleged dispute, breach, default or misrepresentation in connection with any of the provisions of these Terms and Conditions, the successful or prevailing party shall be entitled to recover reasonable attorneys' fees and other costs incurred in that claim, action or proceeding, in addition to any other relief to which such party may be entitled.

12. Governing Law

These Terms and Conditions shall be governed by the laws of the state of Arizona and, where applicable, by federal law. In the event of any dispute or claim relating to the Site or these Terms and Conditions, you agree to resolution of such dispute in the state or federal courts located in and for the state of Arizona. However, any issue relating to a service with FavorPoint which you can access through the Site shall be governed by the law(s) specified in the agreement for that account or service, if any, if there is a separate agreement for that service.

13. Severability

If one or more of these Terms and Conditions shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of these Terms and Conditions, but shall be construed as if such invalid, illegal or unenforceable provision had never been contained.

14. ASSIGNMENT

FavorPoint Capital may assign its rights under this Agreement at any time, without notice to you. Your rights arising under this Agreement cannot be assigned without FavorPoint Capitals' express written consent.

15. FORCE MAJEURE

FavorPoint Capital shall not be held liable for any delay, failure, or interruption in performance or availability of the Site, services, or obligations under these Terms and Conditions due to any cause or event beyond its reasonable control (each, a "Force Majeure Event"), including, but are not limited to:
acts of God; natural disasters; pandemics; epidemics; public health emergencies; acts of civil or military authority; war; terrorism; insurrection; riots; labor strikes or disputes; governmental restrictions or regulatory actions; sanctions; cyberattacks; power outages; internet service disruptions; failure of third-party infrastructure, hardware, or software systems; or any other event or circumstance that materially impairs FavorPoint's ability to operate, provide services, or meet its obligations under this Agreement. Any delay or failure resulting from a Force Majeure Event shall not constitute a breach of this Agreement. FavorPoint shall not be required to resolve or compromise any labor or regulatory dispute except as required by applicable law or regulatory authority (including, without limitation, FINRA or the SEC). FavorPoint shall use commercially reasonable efforts to resume performance as soon as practicable following the cessation of a Force Majeure Event.

16. Testimonials, Reviews, and User Submissions

FavorPoint Capital welcomes user feedback, testimonials, and reviews. By submitting any comments, testimonials, photos, videos, or similar content ("Submissions"), you grant FavorPoint a perpetual, worldwide, royalty-free license to use, reproduce, display, modify, and distribute such content in any format or medium, including for promotional and marketing purposes.

All Submissions are considered non-confidential and nonproprietary. You represent that any Submission is your original work and does not infringe on third-party rights. FavorPoint may edit, shorten, or decline to use any Submission at its sole discretion and is under no obligation to provide attribution or compensation.

You may not upload any content that is unlawful, defamatory, or violates any applicable law. FavorPoint reserves the right to cooperate with law enforcement and disclose the identity of users involved in prohibited conduct.

By submitting a testimonial or review, you confirm your acceptance of these Terms and consent to FavorPoint's full use rights.

17. YOUR ADDITIONAL REPRESENTATIONS AND WARRANTIES

You hereby further represent and warrant: (1) that you are at least eighteen (18) years of age, or the legal age of majority in your jurisdiction, whichever is greater; (2) that you have read this Agreement and thoroughly understand the terms contained in this Agreement; and (3) that any products and services you purchase from the Website will be used for your personal, non-commercial use, and that you will not re-sell, re-distribute, or export any product that you order from the Website. You further represent that FavorPoint Capital has the right to rely upon all information provided to FavorPoint Capital by you, and FavorPoint Capital may contact you by email, telephone or postal mail for any purpose, including but not limited to (i) follow-up calls, (ii) customer satisfaction surveys, and (iii) inquiries about any orders you placed, or considered placing, on or through the Website.

18. Entire Agreement; Waiver

These Terms and Conditions constitute the entire agreement between FavorPoint and you pertaining to the subject matter hereof. All waivers of these Terms and Conditions by FavorPoint must be in writing. In the event FavorPoint waives any term or provision hereof at any time or from time to time, such waiver shall not be deemed a waiver of the term or provision in the future.