TERMS OF USE

These Terms of Use are a legal agreement between you and Impact Community Capital LLC (“IMPACT”, “we”, “us” or “our”) and set out the terms and conditions on which you may use our website accessible at http://impactcapital.net/ (the “Site”). Use of the Site includes accessing, browsing, or registering to use the Site. By using the Site, you confirm your acceptance of the Terms of Use and agree to comply with them. You must not use the Site if you do not agree to these Terms of Use. PLEASE NOTE THAT THE ARBITRATION SECTION OF THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND A CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS FOR RESOLVING DISPUTES WITH IMPACT.

Our privacy policy also applies to your use of the Site.

The Site is operated by Impact Community Capital LLC of 450 Sansome Street Suite 1000, San Francisco, CA 94111.

We may revise these Terms of Use at any time by amending this page. Please check this page from time to time to take notice of any changes, which are binding upon you.

Permitted Use

We grant you a personal, limited, non-exclusive, non-transferable license, revocable at any time and any reason at our sole discretion, to use the Site solely for personal and non-commercial purposes and in accordance with these Terms of Use. We reserve all right, title and interest not expressly granted under this license to the fullest extent possible under applicable laws. Any use of the Site not specifically permitted under this Agreement is strictly prohibited. You may not copy, adapt, modify, sell, license, distribute, transmit, display, publish or create derivative works derived from this Site or the content or any part thereof without our prior written permission.

You may use the Site only for lawful purposes. You may not use the Site in any way that breaches any applicable local, national or international law or regulation or that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect. You may not use the Site to transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam) or to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

Content and Accessibility

The content on the Site is provided for general information only. It is not intended to amount to advice on which you should rely. We may update the Site from time to time, and may change the content at any time but are under no obligation to update it. We do not guarantee that the Site, or any content on it, will be free from errors or omissions. We have no control over the content of third party sites or resources that may be linked to on the Site, the contents therein or the products/services offered. The existence of any such links shall not constitute an endorsement, representation or warranty by IMPACT of such websites, the contents of the websites, the products or services of the websites or the operators of the websites. IMPACT disclaims responsibility for the privacy policies and customer information practices of third-party internet websites hyperlinked from our website.

We do not guarantee that the Site, or any content on it, will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Site without notice. We will not be liable to you if for any reason the Site is unavailable at any time or for any period.

You shall not display hyperlinks on your websites to any website owned or operated by IMPACT. If you desire to display on your website a hyperlink to an IMPACT website, you must enter into a written agreement with IMPACT governing such display. Access to any IMPACT website does not authorize you to use any of IMPACT’s names, logos, trademarks or copyrighted material (including, without limitation, third party material that IMPACT has a license or has otherwise obtained consent to use), and you agree not to do so without IMPACT’s express written consent. Requests to display hyperlinks on your websites to IMPACT websites should be e-mailed to info@impactcapital.net.

No Offer of Securities; Disclaimers

Nothing provided through the Site or in these Terms of Use shall be construed as an offer to sell securities, a recommendation regarding any securities, or a solicitation of an offer to buy securities in IMPACT or any fund managed by IMPACT or its SEC registered investment adviser, Impact Investment Adviser LLC. No content presented herein shall be construed as an offer by IMPACT or its investment adviser, Impact Investment Adviser LLC, to act as an investment adviser or an investment manager for any person. All such offers may be made only to qualified investors after delivery of required disclosure documents and offering memoranda, and only in such jurisdictions in which such an offer would be lawful. This information is intended only for persons in the United States.

All content provided on this Site is for informational purposes only. You acknowledge that none of the content made available on or through this Site constitutes business, financial, investment, hedging, trading, legal, regulatory, tax, accounting or other advice.

Any estimates, projections or predictions on this Site are intended to be forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words or phrases such as likely, believe, expect, anticipate, intend, estimate, position and variations of such words and similar expressions, or future or conditional verbs such as will, would, should, could, may or similar expressions or symbols depicted on the Site that may indicate predicted future performance including, without limitation, upward arrows or trend lines. Although IMPACT believes that the expectations in such forward-looking statements are reasonable, it can give no assurance that any forward-looking statements will prove to be correct. Such estimates are subject to actual known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those projected. IMPACT expressly disclaims any obligation or undertaking to update or revise any forward-looking statement contained herein to reflect any change in its expectations or any change in circumstances upon which such statement is based.

No statements contained on this Site should be construed as a guarantee or assurance of future performance or future results. IMPACT’s past performance is not indicative of future results. There are various risks you assume when reviewing the content on this Site. Dated content speaks only as of the date indicated. We may modify the content on this Site at any time and without notice to you.

We make reasonable efforts to provide accurate content, but at times we may not promptly update or correct the Site even if we are aware that it is inaccurate, outdated or otherwise inappropriate. In addition, we do not endorse the opinions of, or warrant the accuracy of facts or other content contributed by, any third party.

Any investment objective and investment strategy described herein merely indicates IMPACT’s or Impact Investment Adviser LLC’s anticipated approach to investing. The investment approach may be subsequently modified by IMPACT or Impact Investment Adviser LLC. There can be no assurance that IMPACT or Impact Investment Adviser LLC will be able to implement its respective investment strategy or achieve its respective investment objective.

You agree that we are not liable for any action you take or decision you make in reliance on any content on this Site.

No Warranties

THE SITE AND ITS CONTENTS ARE PROVIDED ON AN “AS IS” BASIS AND WITHOUT ANY REPRESENTATION, TERM, CONDITION OR WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED (AND WHETHER IMPLIED BY LAW, CUSTOM OR OTHERWISE), AND WE EXPRESSLY DISCLAIM ALL REPRESENTATIONS OR WARRANTIES AS TO THE CONDITION, QUALITY, PERFORMANCE, ACCURACY, SUITABILITY, MERCHANTABILITY, FITNESS FOR PURPOSE, COMPLETENESS OF THE SITE OR ITS CONTENT OR THAT THE SITE OR THE CONTENT WILL BE PROVIDED UNINTERRUPTED, ERROR FREE OR FREE FROM VIRUSES, TROJAN HORSES OR OTHER HARMFUL MATERIAL.

TO THE FULLEST EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE TO YOU OR ANY PERSON OR ENTITY FOR ANY LOSS OR DAMAGE INCLUDING ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF SUCH DAMAGES ARE FORESEEABLE OR WHERE WE HAVE BEEN ADVISED OR HAVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES) OR LOSS OF PROFIT WHICH MAY ARISE IN TORT, CONTRACT OR OTHERWISE AND ARISING OUT OF OR IN RELATION TO THE USE OF ANY CONTENT ON THIS SITE OR ACCESS TO THIS SITE OR ITS UNAVAILABILITY.

WE SHALL NOT BE LIABLE FOR ANY DAMAGE OR INJURY, INCLUDING BUT NOT LIMITED TO, DAMAGE OR INJURY CAUSED BY ANY PERFORMANCE, FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF INFORMATION, WHETHER RESULTING, IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, NEGLIGENCE, OR OTHERWISE THAT MAY RESULT FROM THE USE OF ANY CONTENT ON THIS SITE OR ACCESS TO THIS SITE OR ITS UNAVAILABILITY.

Indemnity

You will indemnify and hold IMPACT, its directors, officers, employees, affiliates, agents, contractors, licensors and service providers harmless with respect to any suits or claims arising out of (i) your breach of these Terms of Use, including, but not limited to, any infringement by you of the copyright or intellectual property rights of any third party; or (ii) your use or misuse of the Site (or any portion thereof). Furthermore, IMPACT shall have the right to injunctive relief to enforce its rights hereunder, for which you waive the requirement, if any, to post any bond, or similar requirement.

Intellectual Property Rights in the Site; Submissions by You

As between you and IMPACT, IMPACT owns or has a license to all intellectual property rights (including but not limited to copyright, design rights, trademarks and patents) in the Site, and in the content published on it. All title and intellectual property rights in and to any licensed content provided on this Site is the property of the respective owners and may be protected by applicable copyright or other intellectual property laws and treaties and subject to use restrictions under such laws or treaties. You do not acquire any ownership or other rights to any content accessed or viewed through this Site. The posting of content on this Site does not constitute a waiver of any right in such content. Nothing contained on this Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed on the Site without the written permission of IMPACT. Your use of the trademarks displayed on this Site, or any other content on this Site, except as expressly permitted herein, is strictly prohibited. Images displayed on this Site are either the property of, or used with permission by, IMPACT. The use of these images by you, or anyone else authorized by you, is prohibited unless specifically permitted by IMPACT. Any unauthorized use of images or other content on this Site may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

All our rights are reserved with respect to intellectual property, proprietary information and content on the Site and such rights will be enforced to the full extent of applicable law. You agree not to directly or indirectly attempt to register, challenge or contest the validity of our ownership or use of any intellectual property or provide assistance to any third party in doing so. You may not link to any part of the Site without our prior written permission and we reserve the right to withdraw such permission at any time.

If you submit to us or post on or through the Site any comment, review, suggestion, testimonial, idea or any work of authorship (collectively a “submission”) including, without limitation, submissions about any of our products or services, such submission will not be confidential or secret, and may be used by us in any manner. Please do not submit or send any submission to us that you consider confidential or proprietary information. No submission sent to us will be considered or treated as confidential information. We do not pre-screen submissions and we will have no obligation to read any particular submission submitted or sent to us. By submitting or sending a submission to us, you: (i) represent and warrant that the submission is original to you, that no other party has any rights thereto, and that any “moral rights” in such submission have been waived, and (ii) grant us a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-terminable, non-exclusive and fully transferable, assignable and sublicensable right and license to develop, use, reproduce, publish, distribute, display, translate, summarize, modify, adapt and otherwise exploit such submission (in whole or part) for any purpose, including to incorporate it in other works in any form, media, or technology now known or later developed, in our sole discretion, with or without your name.

If you know of, or suspect, copyright infringement, please send a notice to Impact Community Capital LLC, 450 Sansome Street Suite 1000, San Francisco, CA 94111. The notice must contain all of the information set forth in Section 512(c)(3)(a) of the U.S. Copyright Act, 17 U.S.C. § 101 et seq.

Law, Jurisdiction and Invalidity

You agree that these Terms of Use and any claim relating to the use of this Site and the content will be governed by and construed in accordance with the laws of the State of California (without regard to any conflict of law provisions). Any claim related to any dispute arising as a result of this Site or under these Terms of Use shall be made before a state or federal court of competent jurisdiction located in the State of California.

You further acknowledge that these Terms of Use represent the complete and exclusive statement of the agreement between us relating to the subject matter of these Terms of Use and that it supersedes any proposal or prior agreement oral or written, and any other communications between us relating to the subject matter of these Terms of Use.

Arbitration

IMPACT AND YOU AGREE THAT ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE SERVICES OR THESE TERMS (“DISPUTE”) WILL BE RESOLVED BY ARBITRATION, RATHER THAN IN COURT. You and Impact may still bring claims in small claims court, bring suit regarding intellectual property infringement, and seek injunctive relief in a court of law. Nothing will bar either party from bringing issues to the attention of federal, state, or local agencies. Arbitration uses a neutral arbitrator instead of a judge or jury, but an arbitrator can award the same types of relief that a court can. A decision from an arbitrator can be subject to very limited review by a court. YOU UNDERSTAND AND AGREE THAT YOU AND IMPACT ARE HEREBY WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO JOIN AND PARTICIPATE IN A CLASS ACTION, TO THE FULLEST EXTENT PERMITTED UNDER THE LAW.

Opt-Out of Arbitration Agreement. You have the right to opt out of this agreement to arbitrate by contacting info@impactcapital.net within thirty (30) days of first accepting these Terms. In your request, please state that you decline the arbitration agreement in this section and provide your full name and the e-mail address you used to register for the Services.

Notice of Arbitration. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to Impact at the address listed above and also via e-mail to info@impactcapital.net (“Notice of Arbitration”). Impact will send any Notice of Arbitration to you to your address if we have it, or otherwise to your e-mail address.

Arbitration Procedure. The arbitration will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its rules (the “AAA Rules”). Information about AAA and the AAA Rules and filing process is available at http://www.adr.org/ or by contacting Impact. If your claim is for $10,000 or less you may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. If your claim is for $10,000 or more, the arbitration hearing will take place in San Francisco, California, in a location that you and Impact agree upon. Whoever files the arbitration pays the initial filing fees. However, if your claim is for $10,000 or less, Impact will reimburse you for your payment of the initial filing fee unless the arbitrator determines the claims are frivolous.

Enforceability. If the waiver of class actions above is found unenforceable, or this entire section is found unenforceable, then this entire section will be null and void. If that happens, you and Impact agree that the exclusive jurisdiction and governing law in the Law, Jurisdiction, and Invalidity section will govern any Dispute.