These Terms of Service (“Terms”) are a binding contract between you (“you” or “your”) and Woodland Funds (“we,” “us,” or “our”) with respect to our website at www.woodlandfunds.com and its subdomains, if any (our “Site”), through which we offer our services (together with our Site, our “Services”) as a lender to professional real estate investors. Before you click on the “I accept” button or use our Services, read these Terms carefully. By clicking on the “I accept” button or using our Services, you agree to be bound by and are becoming a party to these Terms. You represent and warrant that you have the authority to enter into these Terms on behalf of any group or entity you represent. You covenant to ensure that all users that gain access to our Services through you are bound by these Terms. If you do not agree to all of these Terms, do not click “I accept” and do not access and/or use our Services.

Additionally, by clicking “I accept,” you agree to transact with us electronically. This means that you agree to receive electronically all disclosures, communications, notices, and other information that we may send to you or be required to send to you under applicable law or otherwise pursuant to the terms and conditions set forth below. If you do not wish to transact with us electronically, do not click “I accept.” You have the option to receive disclosures, communications, notices, and other information from us in paper format. You also have the option to withdraw your consent to transact with us electronically in the future by contacting us at woodlandfunds.com. You may update your contact details for receiving documents electronically or non-electronically by contacting us at woodlandfunds.com.

Woodland Funds’ Services are currently offered in the United States only.

1. Scope of Services We offer our Services as a lender to professional real estate investors. We may alter, suspend, discontinue or subcontract our Services, in whole or in part, at any time and for any reason, without notice to the extent permitted under applicable law. Our Services may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons. To use our Services, you must have a computer or mobile device with Internet access that can access our Site.

2. Right to Use; Privacy Policy Subject to these Terms and any other agreement between you and us, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable right to use our Services solely in the manner enabled by us and for your personal, non-commercial use. Your right to use our Services is automatically revoked if you violate these Terms to the extent allowed under applicable law. From time to time, we may upgrade our Services or make improvements to our Services. You agree that these Terms will apply to any such upgrades or improvements. The foregoing right is not a sale of any aspect of our Services or a sale of a copy of any aspect of our Services, and we and our partners and suppliers retain all right, title, and interest in our Services. We reserve all rights not expressly granted under these Terms.

Our Privacy Policy (the “Privacy Policy”) describes our collection, use, and disclosure of data and information in connection with our Services. We may update our Privacy Policy from time to time in accordance with its terms. Our Privacy Policy is incorporated into these Terms, and you agree to the collection, use, and disclosure practices in our Privacy Policy.

3. Login Credentials; Communications You agree to the following:

• To receive communications, including emails, text messages, push notifications, mail, and telephone calls, that are related to the Services.
• That any communications from us may also include marketing materials from us or from third parties.
• That any notices, agreements, disclosures, or other communications that we send to you electronically are deemed to satisfy any legal communication requirements to the fullest extent allowed under applicable law.

You may update your contact details for receiving these communications by emailing or contacting us at woodlandfunds.com. You may opt out from receiving our marketing communications by emailing or contacting us at woodlandfunds.com or selecting to unsubscribe as provided in the applicable correspondence. You may update your contact details for receiving marketing communications by emailing or contacting us at woodlandfunds.com. To the extent in compliance with applicable law, we may record and monitor any telephone or electronic communications with you for quality or security purposes, to evidence your transactions or communications with us, or to comply with applicable law.

4. Fees and Payments Fees: Access to our Site is free. If you choose to purchase third-party products or services through our Service, the price of such products or services will be provided to you prior to completing your purchase.

Payments: Payment Methods and Currency: You agree that we may charge your payment method for any products or services you purchase through our Services (including, but not limited to, any taxes, payment processing fees, and/or late fees, as applicable). All payments must be made in United States Dollars.

Billing and Payment Policy: All information that you provide to us, including your credit card information or payment account information, is subject to our Privacy Policy. We may use a third-party payment service to bill you through an online account for your payment or purchase of products or services. By submitting your payment account information, you grant us the right to store and process your information with the third-party payment service and for us to store any identification token provided by the third-party payment service. You agree that we will not be responsible for any failures of the third-party to adequately protect such information. The processing of payments will be subject to the terms, conditions, and privacy policies of such third-party payment service in addition to these Terms. You further acknowledge that future payments may be processed on your behalf automatically per the terms of the product purchased. You acknowledge that we may change the third-party payment service and move your information to other service providers that encrypt your information using secure socket layer technology (SSL) or other comparable security technology. Except as may be expressly set forth on our Site from time to time or as required by applicable law, we have no obligation to provide refunds or credits.

5. Prohibited Conduct We reserve the right, without prior notice and in our sole discretion, to decide whether your use of our Services violates these Terms for any of the above or below reasons or for any other reason, and if we do so, we may terminate your access to our Services. You shall not, and shall not authorize or facilitate any attempt by another person to, use our Services to:

• Damage, disable, overburden, impair or interfere with any other party’s use of our Services.
• Obtain or attempt to obtain any materials or information through any means not intentionally made available through our Services.
• Use false or misleading information in connection with your user account or impersonate any other person living or dead (you acknowledge that we reserve the right to disable any user account with a profile that we reasonably believe is false or misleading, including a profile that impersonates a third party).
• Harass, threaten, stalk or intentionally embarrass or cause distress to another person or entity.
• Exploit children under 18 years of age.
• Invade the privacy of any person, including without limitation, posting personally identifying or otherwise private information about a person without their consent (or their parent’s consent in the case of a child under 13 years of age).
• Create a false identity or engage in fraudulent activities.
• Circumvent, remove or otherwise interfere with any security-related features of our Services, features that prevent copying or using any part of our Services, or features that enforce limitations on the use of our Services or Woodland Funds’ content.
• Introduce viruses, worms, Trojan horses, and/or harmful code to our Services.
• Use any robot, spider, site search/retrieval application or other automated device, process, or means to access, retrieve, scrape or index any portion of our Services or any content available through our Site.

We reserve the right to consider other conduct to be prohibited; the restrictions above are intended to be illustrative only.

6. Intellectual Property Rights You agree and acknowledge that the structure, organization, and code used in conjunction with our Services are proprietary to us. You shall not, and shall not permit any person or entity to: (i) use our Services on a service bureau, time sharing or any similar basis, or for the benefit of any other person or entity; (ii) alter, enhance or make derivative works of our Services or any content available through the foregoing; or (iii) reverse engineer, reverse assemble or decompile, or otherwise attempt to derive, source code from our Services. You shall not sell, transfer, publish, disclose, display or otherwise make available our Services including any modifications, enhancements, derivatives and other software and materials provided hereunder by us or copies thereof to others in violation of these Terms.

Unless otherwise noted, all of Woodland Funds’ content contained in our Services is the property of us and/or our affiliates or licensors and is protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions, and other intellectual property laws. All trademarks, service marks, trade names, logos, icons, and domain names, if any, are proprietary to Woodland Funds and/or our affiliates. Nothing contained on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademarks, service marks, trade names, logos, icons, and domain names displayed on the Site without the written permission of Woodland Funds. Your use of the trademarks, service marks, trade names, logos, icons, and domain names displayed on the Site, or any other content on the Site, except as provided herein, is strictly prohibited. Images displayed on the Site are either used with permission by their respective owners, or are our property. The use of these images by you or anyone else authorized by you is prohibited unless specifically permitted by these Terms or specific permission provided elsewhere on the Site. Any unauthorized use of such images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. You shall not remove, obscure, or alter any proprietary rights notices (including without limitation copyright and trademark notices) that may be affixed to or contained within our Services.

7. User Submissions You agree that any and all materials, including but not limited to comments, feedback, questions, ideas, concepts, or suggestions, that you provide to us in any way, whether by email, posting to the Site, or otherwise (“Submissions”), are non-confidential and shall become the sole property of Woodland Funds. You agree that we will own all rights to such Submissions, including worldwide intellectual property rights, and shall be entitled to the unrestricted use of the Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

8. Termination and Cancellation You agree that we may terminate or suspend your access to our Services at any time, for any reason, without notice and without liability, if we believe in our sole discretion that you have violated or acted inconsistently with these Terms. Any suspected fraudulent, abusive, or illegal activity may be grounds for terminating your relationship and may be referred to appropriate law enforcement authorities. Furthermore, you agree that we shall not be liable to you or any third party for any termination or suspension of your access to our Services. If you wish to cancel your account, you may do so by contacting us.

9. Third-Party Content Our Services may provide you with the ability to access content, services, or links to third-party websites, services, and information on the Internet. We do not control, and are not responsible for, such content, services, or websites. You acknowledge that we do not endorse such websites, services, and information, and are not responsible or liable for any content, advertising, products, or other materials on or available from such websites or services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such website or service.

10. Indemnity You agree to indemnify and hold harmless Woodland Funds and its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, or expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with your access to or use of our Services, your violation of these Terms, or your violation of any third-party rights.

11. Disclaimer of Warranties OUR SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT (i) OUR SERVICES WILL MEET YOUR REQUIREMENTS, (ii) OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OUR SERVICES WILL MEET YOUR EXPECTATIONS, OR (v) ANY ERRORS IN OUR SERVICES WILL BE CORRECTED.

12. Limitation of Liability YOU EXPRESSLY UNDERSTAND AND AGREE THAT WOODLAND FUNDS AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE OUR SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SERVICES; OR (v) ANY OTHER MATTER RELATING TO OUR SERVICES.

13. Miscellaneous These Terms and any additional terms to which you agree when using particular elements of our Services constitute the entire agreement between you and us and govern your use of our Services, superseding any prior agreements between you and us. These Terms shall be governed by the laws of the State of California without regard to its conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the state and federal courts located in California. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.

By accessing or using the Site, you agree to these Terms. If you do not agree to these Terms, please do not use the Site.

For further information, you may contact Woodland Funds.