TERMS OF USE Terms of Use Last modified: August 3, 2020 Thank you for visiting the website of Centre Lane Partners, LLC, and its affiliates (together, “Centre Lane”, “we” or “us”). By accessing this website (the “Site”), you acknowledge and agree to accept the following Terms of Use (“Terms”) pertaining to the use of the Site, as well as Centre Lane’s associated services, including, without limitation, our newsletters, content distribution platforms, and social media accounts (collectively, “Services”). These Terms constitute a binding legal agreement between you and Centre Lane. PLEASE READ THESE TERMS CAREFULLY AS THEY AFFECT YOUR RIGHTS. THESE TERMS INCLUDE A BINDING ARBITRATION CLAUSE THAT GOVERNS ANY DISPUTES BETWEEN YOU AND CENTRE LANE. Your visit to this Site is subject to these Terms of Use and our Privacy Policy. By visiting the Site, you agree to these Terms of Use and our Privacy Policy, which may be updated by us at any time. If we update our Terms of Use, we will post the updated Terms of Use here. Any such changes will be effective upon posting. You should consult the “Terms of Use” bar on this Site each time you visit the Site. If you do not agree with it, you should not use the Site. If you have any questions or comments about these Terms of Use, please contact us at info@centrelanepartners.com, Centre Lane Partners, LLC, 60 E 42nd Street, Suite 1250, New York, NY 10165. 1. Uses of Our Site and Content All content and information, and all trademarks, logos, copyrights, and other intellectual property displayed on the Site is owned by Centre Lane or their respective owners. By visiting this Site or using the Services you agree to the following with respect to the content and information on the Site or accessed through the Services (the “Content”). Centre Lane grants you a limited, revocable, nonexclusive, and nontransferable right to view, store, bookmark, download, copy and print pages from the Site solely for your personal and noncommercial use only. You may not use any trademark, service mark or logo of Centre Lane or any third party that appears on the Site without prior written consent. No license, whether express, implied, or by estoppel is granted to any trademarks, service marks, or logos under these Terms. You agree not to copy portions of the Site (e.g., using bots, robots, or spiders that “harvest” the Site), interfere with the functioning of the Site or restrict or inhibit any others from using the Site. You will not remove or obscure any copyright or other notices or legends contained in any Content. You may not alter or modify the Content in your possession. You may not exploit any of the Content commercially or send or forward any Content to any third party without our prior written consent. If you link other websites to this Site, you may not imply or suggest that Centre Lane has endorsed or is affiliated with such websites and you may not display this Site as “framed” within another website. You may not (and may not encourage or assist others to) access or use the Site or Services in any way that violate any law, regulation, rule (including orders by governmental authorities) or the intellectual property or contractual rights of others, or attempt to violate the security of this Site or use or gain access to the identities, information or computers of others through this Site. You may not delete, decompose, decompile, reverse engineer, disassemble or otherwise deconstruct all or any portion of this Site. You may not transmit any virus, worm, time bomb or similar system interference through this Site. You may not disable, override, or otherwise interfere with operation of the Site or Services, or any Centre Lane implemented communications to end users, consent screens, user settings, alerts, warning, or the like. You may not impersonate or attempt to impersonate Centre Lane, a Centre Lane employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing). You may not engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site or Services, including engaging in any conduct that Centre Lane, in its sole discretion, deems may harm Centre Lane. You may not place an undue burden on the infrastructure hosting the Site or Services, including via a denial-of-service attack or a distributed denial-of-service attack. Centre Lane has the right (but not the obligation) to monitor this Site for any unauthorized or objectionable conduct and to take all appropriate actions in response, without notice to you, and we may at any time revoke your right to use all or any portion of the Site. Centre Lane may investigate any complaint regarding or suspected violation of these Terms and may report any activity relating to this Site to regulators, law enforcement officials or other persons or entities that it deems appropriate. 2. Investment Disclaimers THIS SITE IS FOR GENERAL INFORMATIONAL PURPOSES ONLY. UNDER NO CIRCUMSTANCES SHOULD ANY INFORMATION OR MATERIALS PRESENTED ON THE SITE BE USED OR CONSTRUED AS AN OFFER TO SELL, OR A SOLICITATION OF AN OFFER TO BUY, ANY SECURITIES, FINANCIAL INSTRUMENTS, INVESTMENTS OR OTHER SERVICES. DATED CONTENT SPEAKS ONLY AS OF THE DATE INDICATED. ANY OPINIONS EXPRESSED IN THE SERVICES REFLECT CENTRE LANE’S VIEWS OR THOSE OF INDIVIDUAL POSTERS, AND ARE SUBJECT TO CHANGE. THIS SITE DOES NOT PROVIDE SPECIFIC INVESTING ADVICE OR STRATEGIES TO ANY INDIVIDUAL. THE INVESTMENTS AND STRATEGIES DISCUSSED IN THE CONTENT MAY NOT BE SUITABLE FOR ALL INVESTORS AND ARE NOT OBLIGATIONS OF OR GUARANTEED BY CENTRE LANE OR ANY OF ITS AFFILIATES. CENTRE LANE CANNOT MAKE ANY ASSURANCES THAT ANY INVESTMENTS DESCRIBED IN ANY CONTENT ARE, OR WILL BE, PROFITABLE OR THAT OTHER INVESTMENTS MADE IN THE FUTURE WILL HAVE SIMILAR CHARACTER OR RESULTS. THE INVESTMENTS ARE NOT BANK DEPOSITS AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER ENTITY AND ARE SUBJECT TO INVESTMENT RISKS, INCLUDING THE LOSS OF THE PRINCIPAL AMOUNT INVESTED. NOTHING CONTAINED ON THE SITE CONSTITUTES INVESTMENT, LEGAL, TAX OR OTHER ADVICE NOR IS TO BE RELIED ON IN MAKING AN INVESTMENT OR OTHER DECISION. DECISIONS BASED ON THE CONTENT ARE THE SOLE RESPONSIBILITY OF THE USER. IF YOU WOULD LIKE INVESTMENT, ACCOUNTING, TAX OR LEGAL ADVICE, YOU SHOULD CONSULT WITH YOUR OWN FINANCIAL ADVISORS, ACCOUNTANTS OR ATTORNEYS REGARDING YOUR INDIVIDUAL CIRCUMSTANCES AND NEEDS. YOU AGREE THAT CENTRE LANE IS NOT LIABLE FOR ANY ACTION YOU TAKE OR DECISION YOU MAKE IN RELIANCE ON ANY CONTENT. CENTRE LANE WILL NOT TREAT USERS OF THE SITE AS ITS PARTNERS, CLIENTS, CUSTOMERS OR INVESTORS BY VIRTUE OF THEIR ACCESSING THE SITE. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. NO REPRESENTATION IS BEING MADE THAT ANY INVESTMENT OR TRANSACTION WILL OR IS LIKELY TO ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE ACHIEVED IN THE PAST, OR THAT SIGNIFICANT LOSSES WILL BE AVOIDED. THE INVESTMENT RETURN AND PRINCIPAL VALUE OF AN INVESTMENT MAY FLUCTUATE, AND, AS A RESULT, WITH RESPECT TO PRODUCTS WHICH PROVIDE FOR REDEMPTIONS, YOUR REDEMPTION VALUE MAY BE MORE OR LESS THAN ORIGINAL COST. THE SITE AND THE CONTENT MAY CONTAIN FORWARD-LOOKING STATEMENTS, WHICH REFLECT OUR CURRENT VIEWS WITH RESPECT TO, AMONG OTHER THINGS, THE OPERATIONS AND PERFORMANCE OF OUR BUSINESSES. YOU CAN IDENTIFY THESE FORWARD-LOOKING STATEMENTS BY THE USE OF WORDS SUCH AS “OUTLOOK,” “BELIEVE,” “EXPECT,” “POTENTIAL,” “CONTINUE,” “MAY,” “SHOULD,” “SEEK,” “APPROXIMATELY,” “PREDICT,” “INTEND,” “WILL,” “PLAN,” “ESTIMATE,” “ANTICIPATE” OR THE NEGATIVE VERSION OF THESE WORDS OR OTHER COMPARABLE WORDS. FORWARD-LOOKING STATEMENTS ARE SUBJECT TO VARIOUS RISKS AND UNCERTAINTIES. ACCORDINGLY, THERE ARE OR WILL BE IMPORTANT FACTORS THAT COULD CAUSE ACTUAL OUTCOMES OR RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED IN THESE STATEMENTS. WE UNDERTAKE NO OBLIGATION TO, AND EXPRESSLY DISCLAIM ANY OBLIGATION TO UPDATE OR REVIEW ANY FORWARD-LOOKING STATEMENT, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE DEVELOPMENTS OR OTHERWISE EVEN IF SUCH FORWARD-LOOKING STATEMENT TURNS OUT TO BE INACCURATE. ANY TRANSACTIONS DESCRIBED ON THE SITE, SERVICES, OR CONTENT AS HAVING BEEN ENGAGED IN BY CENTRE LANE ARE INCLUDED AS REPRESENTATIVE TRANSACTIONS FOR ILLUSTRATIVE PURPOSES ONLY, AND MAY NOT BE REPRESENTATIVE OF ALL TRANSACTIONS ENGAGED IN BY CENTRE LANE. 3. International Use The Site is operated and controlled by us in the United States, and the Content provided in or accessible through the Site is, unless otherwise specified, directed at residents of the United States. Despite the global nature of the Internet, Centre Lane makes no claims that the Content or the Site are appropriate or may be viewed or used outside the United States. Access to the Site from countries or territories where such access is illegal is prohibited. Centre Lane makes no representations that the transactions, products or services discussed on or accessible through the Site are available or appropriate for sale or use in all jurisdictions or by all users. 4. Linked Sites Centre Lane does not review or monitor any websites linked from or to the Site and is not responsible for the content of any such websites, or any products or services contained on or accessible through such other websites, their terms of use or privacy policies. You are advised to review the terms of use and privacy policies of any website that you visit. Centre Lane expressly disclaims responsibility for the privacy policies and customer information practices of third-party internet websites linked from the Site. You hereby release and agree to hold Centre Lane harmless from any and all liability arising from your use of any third-party website or service. 5. Transmission to and from the Site Any communication or content that you send to the Site is and will be deemed to be non-confidential as between you and us, and Centre Lane will be free to use (or not use), modify, reproduce and distribute it for any purpose without compensation to you. Other than as required by any applicable law, in no event will Centre Lane be limited in, or restricted from, the pursuit of any opportunities, either alone or with third parties. 7. Disclaimers; Limitation of Liability; Indemnity CENTRE LANE ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, PARTNERS, MEMBERS, SHAREHOLDERS, EMPLOYEES, AFFILIATES AND AGENTS (COLLECTIVELY “RELATED PERSONS”) MAKE NO REPRESENTATIONS OR WARRANTIES AND SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE, SERVICES, AND THE CONTENT, INCLUDING ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AVAILABILITY, SECURITY, ACCURACY, FREEDOM FROM VIRUSES OR MALWARE, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY. YOUR USE OF THE SITE AND THE CONTENT IS ON AN “AS IS” AND “AS AVAILABLE” BASIS. CENTRE LANE AND ITS AFFILIATES DO NOT WARRANT THE ACCURACY, ADEQUACY, OR COMPLETENESS OF THE INFORMATION AND MATERIALS CONTAINED ON THIS SITE, IN THE SERVICES, OR IN THE CONTENT, AND WE EXPRESSLY DISCLAIM ALL LIABILITY FOR ERRORS OR OMISSIONS IN SUCH MATERIALS OR INFORMATION. TO THE FULLEST EXTENT ALLOWED UNDER APPLICABLE LAW, IN NO EVENT SHALL CENTRE LANE, ITS AFFILIATES OR THEIR RELATED PERSONS BE LIABLE TO ANY PARTY FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES UNDER ANY THEORY, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF IN CONNECTION WITH ANY ACCESS, USE (OR INABILITY TO USE) OR DISTRIBUTION OF THE SITE, OR ANY CONTENT THEREIN. THIS IS TRUE EVEN IF CENTRE LANE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. To the fullest extent allowed by applicable law, you agree to indemnify and hold Centre Lane, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third-party claims relating to (a) your use of the Site, Content, or (b) your violation of these Terms. 8. Miscellaneous To the extent permitted by applicable law, your use of the Site constitutes your consent to receive all communications from us, including notices, agreements, legally required disclosures or other information in connection with the Site or materials or services provided (collectively referred hereafter as “Notices”) electronically. We will provide such electronic Notices by posting them on the Site and/or through email or other electronic means (if we have your contact information). The delivery of any such Notice is effective when posted, regardless of whether you read the Notice. If you want to withdraw your consent to receive such Notices electronically, you must discontinue your use of the Site. You and Centre Lane agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Centre Lane and supersede all prior agreements and understandings relating to such subject matter. 9. Governing Law; Jury Trial Waiver; Binding Arbitration The laws of the State of New York govern these Terms of Use, without regard to conflicts of law provisions thereof. The Parties hereby agree that any and all claims arising out of or related to these Terms or your use of the Site, Content, or Services that are unable to be resolved through negotiations between the parties shall be resolved by binding arbitration and not through litigation. THE PARTIES HEREBY IRREVOCABLY WAIVE ANY RIGHT TO TRIAL BY JURY OR TO PARTICIPATE AS A MEMBER OF ANY CLASS OR REPRESENTATIVE ACTION EXCEPT WHERE SUCH WAIVER IS PROHIBITED BY LAW. In the event the Parties are unable to resolve any dispute through amicable negotiations, each party may submit such dispute to be resolved by binding arbitration pursuant to this paragraph. Such arbitration shall be conducted under the then current Commercial Arbitration Rules of the American Arbitration Association (“AAA”) (available from the AAA at its website www.adr.org) by one neutral arbitrator mutually acceptable to both parties or appointed in accordance with such rules, and shall be conducted in New York City, New York. The arbitration shall be conducted in English. The Parties shall keep confidential: (i) any awards awarded in the arbitration; (ii) all materials used, or created for use in, in the arbitration; and (iii) all other documents produced by another party in the arbitration and not otherwise in the public domain, except, with respect to each of the foregoing, to the extent that disclosure may be legally required (including to protect or pursue a legal right) or necessary to enforce or challenge an arbitration award before a court or other judicial authority. The decision of the arbitrator shall be final, and judgment may be entered thereon by any court of competent jurisdiction. Nothing in the Agreement shall prevent either party from seeking provisional measures (including equitable relief), or the enforcement of any arbitration award from any court of competent jurisdiction, and any such request shall not be deemed incompatible with the Agreement to arbitrate or a waiver of the right to arbitrate.