1 Acceptance of the Terms of Use

Welcome to www.ninetyandtenllc.com. These terms of use are entered into by and between You and Ninety and Ten LLC ("Company", "we", "us", "our"). The following terms and conditions, together with any documents they expressly incorporate by reference, including our Privacy Policy, incorporated by reference herein (collectively, these "Terms of Use"), govern your access to and use of www.ninetyandtenllc.com (the "Website"), including all content, information, services, and functionality offered through the Website, and the Payment Services (as defined below) (hereinafter collectively referred to as the "Services"), whether as a guest or a registered user.

Note that if you are an enterprise customer, you may have a separate agreement with us (including a master services agreement) in connection with your access and/or use of the Services (an "Enterprise Agreement"). In the event of any conflict between such Enterprise Agreement and these Terms of Use, the Enterprise Agreement shall control.

Please note that Ninety and Ten LLC is not a money transmitter and does not perform money transmission services. All payments made by Ninety and Ten LLC are based on the instructions received from the user to Ninety and Ten LLC and are processed and disbursed by its third-party banking partner(s).

Our Services, including the Website, are offered to and intended for users who are 18 years of age or older, and reside in the United States or any of its territories or possessions. By using the Services, you represent that you are 18 years of age or older and meet all of the foregoing eligibility requirements to use the Services. If you do not meet all of these requirements, you must not access or use the Services.

Ninety and Ten LLC operates nationwide with offices in the states of North Carolina and Arkansas, and provides its Services, including the Website, for use only by persons located in the United States. We make no claims that the Services, including the Website or any of its content, is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

The Company provides and makes available products and services other than the Services (the "Other Services"), and your use of or participation in the Other Services may be subject to separate agreements with the Company or additional policies, rules, and/or conditions, including without limitation an End User License Agreement (including any Statement of Work) or the Platform Terms and Conditions (collectively, "Additional Terms"). The applicable Additional Terms shall govern your use of or participation in Other Services. In the event of any conflict between these Terms of Use and any provision of any Additional Terms, the Additional Terms shall control with respect to the Other Services.

2 Overview of the Services

Our Services include the Website, which contains a web-based platform that provides information relating to the Services provided by Company as well as a platform to verify the identity of individuals and bank account credentials.

3 Accessing the Website and Account Security

We reserve the right to withdraw or amend the Website, or any other Services whether provided through the Website or otherwise, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users, including for reasons such as scheduled maintenance.

By using the Website, you acknowledge that you are responsible for:

• Making all arrangements necessary for you to have access to the Website.
• Ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.
• Reviewing and agreeing to the terms of our Privacy Policy, including in connection with any information you provide in order to register or create an account on the Website. If you do not agree to the Privacy Policy, you may not use the Website or any other Services.
• Maintaining the confidentiality of your username, password, and other information relevant to our security procedures. You agree not to share your password with anyone else. We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time, in our sole discretion.
• Immediately notifying us of any unauthorized access to or use of your account, or if you suspect any other unauthorized use or access in connection with our Services, including the Website.
• Securely logging out of your account after each session and using extra caution when using the Services or accessing the Website from shared or public computers or networks.
• Acknowledging that Company cannot and will not be liable for any loss or damage arising from your failure to comply with the Terms of Use, our Privacy Policy, and for certain registered users, the Statement of Work and Ninety and Ten LLC Platform Terms & Conditions.
• Acknowledging that, by using the Website, you understand and agree that Internet transmissions are never completely private or secure, and that any message or information you send to the Website may be read or intercepted by others, notwithstanding any notices regarding encryption.
• Agreeing that if you create a link to the Website, including by using social media features, you will not suggest any affiliation, association, approval, or endorsement on our part without our express written consent. We reserve the right to withdraw linking permission, or to disable any social media features and/or links, without notice in our discretion.

4 Payment Services

Ninety and Ten LLC also offers a bi-directional digital payment service that allows You and interested parties the ability to securely send and receive funds to and from an escrow agent (the "Payment Services"). The Payment Services are engineered to be a fully digital, secure, and SOC 2 Type 2 compliant service that eliminates inefficiencies by bringing transparency into the movement of funds, which helps eliminate paper checks and reduce wire fraud.

Transaction Payments and Fees

When you use the Payment Services to deliver funds to a title company, escrow agent, closing attorney, or other settlement agent (each, a "Settlement Agent") in connection with a real estate transaction (each, a "Transaction Payment"), you authorize Ninety and Ten LLC and its third-party banking partner(s) to initiate one or more electronic debits from the bank account you specify (the "Bank Account") in the amount you approve, and to arrange for the transfer of the Transaction Payment to the Settlement Agent's escrow or trust account (the "Escrow").

By providing that authorization, you acknowledge and agree that: (a) Ninety and Ten LLC is not an escrow agent or Settlement Agent and is providing payment infrastructure only; (b) the Settlement Agent retains sole discretion and authority over the underlying real estate transaction and any escrow disbursement decisions; and (c) you represent and warrant that: (i) the Bank Account is held in your name (alone or jointly) and you are authorized to use it for the Transaction Payment; (ii) you have full authority to authorize the debit(s) for the Transaction Payment and any disclosed transaction fee; (iii) you have sufficient available funds in the Bank Account to fund the Transaction Payment and you will maintain sufficient available funds until the debit(s) clear; (iv) the information you provide is accurate and complete; and (v) you will not engage in fraud, intentional misrepresentation, or other unlawful activity in connection with the Payment Services.

You agree that, after you authorize a Transaction Payment, you will not attempt to stop payment, revoke authorization, dispute the debit as unauthorized, or otherwise seek to reverse the Transaction Payment, except to the extent any right to do so cannot be contractually waived under applicable law or applicable payment network rules.

If (i) a Transaction Payment is authorized by you and funds are delivered to the Settlement Agent, and (ii) the related debit from your Bank Account later fails or is reversed (including due to insufficient funds, a stop-payment request, authorization revocation, or an unauthorized claim), then you remain responsible for completing the Transaction Payment and you agree to promptly repay Ninety and Ten LLC the failed or reversed amount in a manner acceptable to Ninety and Ten LLC. This repayment obligation does not limit any non-waivable rights you may have under applicable law.

Fees

You agree to pay any transaction fee disclosed to you at the time you authorize a Transaction Payment. In addition, if an authorized Transaction Payment is returned, rejected, or reversed after funds have been delivered to the Settlement Agent, for reasons attributable to you or your Bank Account (and not due to Ninety and Ten LLC's error), you agree to pay Ninety and Ten LLC an additional "Repayment Recovery Fee" equal to the greater of $100 or 1% of the original authorized Transaction Payment, capped at $1,000. The Repayment Recovery Fee is due upon notice or demand by Ninety and Ten LLC and does not limit Ninety and Ten LLC's other rights and remedies. If Ninety and Ten LLC refers the matter to a collections agency or otherwise pursues collection or enforcement efforts, you also agree to reimburse Ninety and Ten LLC for its reasonable costs of collection, including attorneys' fees and collection agency fees, to the extent permitted by applicable law.

Disputes About the Underlying Real Estate Transaction

Ninety and Ten LLC is not a party to your real estate contract. Any dispute about the underlying transaction (including whether a party is entitled to a refund of earnest money) must be resolved between the parties to the transaction and/or the Settlement Agent, subject to applicable law. Ninety and Ten LLC may provide transaction records to the Settlement Agent, its banking partner(s), and other third parties as reasonably necessary to operate the Payment Services, prevent fraud, and pursue repayment and recovery.

5 Payment Services Disclaimer

You understand and agree that Ninety and Ten LLC is not representing you in any capacity. Also, by using the Payment Services, you may come into contact with or use the services of various real estate agents or brokers, vendors, advertisers, or other third parties. Ninety and Ten LLC does not control or supervise any such affiliates, agents, brokers, vendors, advertisers, or other third parties, and Ninety and Ten LLC is not responsible for their actions. All terms and conditions between a Consumer and a real estate professional are governed by a separate legal agreement that does not involve Ninety and Ten LLC and is solely between You and the real estate professional. Ninety and Ten LLC does not endorse, validate, or recommend any legal agreements between You and any real estate professionals. Please consult your own attorney or legal representative.

6 Intellectual Property Rights

The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Website for your personal, non-commercial use only. Access to the restricted portions of the Website will require You to agree to an additional End User License Agreement, which shall govern Your receipt of commercial services from Company.

You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:

• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
• You may store files that are automatically cached by your Web browser for display enhancement purposes.
• You may print one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
• If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.

You must not: modify copies of any materials from the Services; use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text; delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site; or access or use for any commercial purposes any part of the Website or any Services or materials available through the Website. To request other uses, contact orders@ninetyandtenllc.com.

Trademarks

The Company name, the term "Ninety and Ten LLC", the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

7 Prohibited Uses of the Website

You may use our Services, including the Website, only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Services, including the Website:

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
• To send, knowingly receive, upload, download, use, or re-use any material which you do not own or have a license right in, or which is not related to receiving services from Company.
• To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter", "spam", or any other similar solicitation.
• To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity.
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which may harm the Company or users of the Website or expose them to liability.
• In any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website.
• With use of any device, software, or routine that interferes with the proper working of the Website. You agree not to introduce any viruses, trojan horses, worms, logic bombs, distributed denial-of-service attacks, or other material which is malicious or technologically harmful.
• To attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
• To otherwise attempt to interfere with the proper working of the Website, reverse engineer or attempt to derive the source code of the Website, or forge headers or otherwise manipulate identifiers to disguise the origin of any message or transmittal you send to Ninety and Ten LLC on or through the Website.

8 User Contributions to the Website

The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit content or materials (collectively, "User Contributions") on or through the Website. Except for any information provided during account creation or under any other Agreement, any User Contribution you post to the site will be considered non-confidential and non-proprietary.

By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.

By submitting a User Contribution, you represent and warrant that you own or control all rights in and to the User Contributions; that all of your User Contributions comply with these Terms of Use; and that you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

Monitoring and Enforcement; Termination

We have the right to remove or refuse to post any User Contributions for any or no reason in our sole discretion; take any action with respect to any User Contribution we deem necessary or appropriate; disclose your identity or other information about you to any third party who claims that material posted by you violates their rights; take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Website; and terminate or suspend your access to all or part of the Website for any violation of these Terms of Use.

YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

9 Content Standards for User Contributions

User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

• Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
• Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
• Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
• Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations.
• Be likely to deceive any person, or promote any illegal activity.
• Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
• Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
• Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
• Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

10 Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website, or from any of our other Services, will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.

11 Limitation on Liability

12 Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Services, including the Website, including, but not limited to, your User Contributions, any use of the Website's content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website.

13 Governing Law and Jurisdiction

All matters relating to the Services, including the Website, and these Terms of Use and any dispute or claim arising therefrom or related thereto shall be governed by and construed in accordance with the internal laws of the State of North Carolina or the State of Arkansas, depending on the office location through which the Services were rendered or, if indeterminate, at the election of Ninety and Ten LLC, without giving effect to any choice or conflict of law provision or rule.

Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of North Carolina (Mecklenburg County) or the State of Arkansas (Pulaski County), as applicable. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

14 Dispute Resolution and Arbitration Agreement

This Arbitration Agreement provides for resolution of any and all claims, disputes, and controversies of any kind arising out of or relating to (i) the Arbitration Agreement itself; (ii) your relationship with Company; (iii) these Terms of Use, the Privacy Policy, and if applicable, the End User License Agreement or Statement of Work and Ninety and Ten LLC Platform Terms & Conditions; and/or (iv) your prospective or actual use of any of our Services, including the Website.

Waiver of Class and Collective Actions

You further agree that any arbitration conducted pursuant to this Arbitration Agreement shall be conducted on an individual basis only and not as a class, collective, or representative action. YOU EXPRESSLY WAIVE YOUR RIGHT TO FILE A CLASS OR COLLECTIVE ACTION OR SEEK RELIEF ON A CLASS OR COLLECTIVE BASIS. If any court or arbitrator determines that this waiver is invalid or unenforceable for any reason, such determination shall not impact the validity or enforceability of any other provision of this Arbitration Agreement.

Exclusive Venue for Litigation

If for any reason this Arbitration Agreement does not apply to a particular dispute, including if Company consents in writing to such effect, any claim, dispute, or controversy shall be instituted exclusively in the federal courts of the United States or the courts of the State of North Carolina (Mecklenburg County) or the State of Arkansas (Pulaski County), as applicable, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country.

Limitation on Time to File Claims

15 Waiver and Severability

No waiver by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

16 Entire Agreement

These Terms of Use, together with our Privacy Policy and, for only certain registered users that are subject to Additional Terms, the Additional Terms, constitute the sole and entire agreement between you and Ninety and Ten LLC with respect to the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the Website.

17 Contact Us

Please direct feedback, comments, requests for technical support, and other communications relating to the Services to us at:

Email: orders@ninetyandtenllc.com

18 Copyright Notices

All notices of copyright infringement claims should be sent to Ninety and Ten LLC's Copyright Agent at:

Email: orders@ninetyandtenllc.com
Mail: Ninety and Ten LLC, c/o Copyright Agent, 2459 Wilkinson Blvd, Charlotte, NC 28208, USA

Please include the following information in your correspondence to the Copyright Agent:

• Your name, email address, mailing address, and telephone number.
• A description of the copyrighted work or works that you claim has been infringed with enough information to allow us to locate the material.
• A description of why you think an infringement has taken place.
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and that you declare under penalty of perjury that the information in your dispute is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf, accompanied by an electronic or physical signature.

19 Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter.

Your continued use of the Services following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.