The Funding Exchange - Terms and Conditions

THE

FUNDING

EXCHANGE

Your Online Market

for Litigation Funding

Ethics

The Funding Exchange requires its users to adhere to the highest standards of ethical conduct as outlined in the Terms and Conditions. Any activity outside of the Terms and Conditions will, at a minimum, result in the loss of membership and/or barring of future usage.

Litigation Broker’s Terms and Conditions

Litigation Funding Source’s Terms and Conditions

Plaintiff’s Terms and Conditions

BROKER TERMS & CONDITIONS

DEFINITIONS

"Broker"

That individual and/or entity which seeks to obtain funding (ie. Money) on behalf of another individual and/or entity (ie. Plaintiff). In this arrangement the Broker is the agent of the Plaintiff.

"Funding Source"

That individual and/or entity which provides funding to a Plaintiff, with or without a Broker

"Plaintiff"

That individual and/or entity which seeks and received funding (ie. Money) from a Funding Source, with or without a Broker

RECITALS

WHEREAS, the Company is in the business of providing an Internet Portal "Gateway" where upon BROKERS enter a Funding Request on behalf of a Plaintiff, and a Funding Source accept and/or fills that request by providing the money requested. The consummation of this transaction is based upon the mutually agreed terms of the Broker and the Funding Source. Upon consummation of this transaction, Broker is entitled to a commission/fee.
NOW THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

AGREEMENT

Membership:
BROKER understands and agrees that it shall be deemed a "Member" of the Company, so as to utilize the services of the company

Term and Fees:
This agreement may be cancelled by either party at any time. Any fees or commissions owed prior to the cancellation will still be due and owing to the non-canceling party. Cancellation by BROKER shall be effectuated within the BROKERS profile in the Company's Portal

Services:
The Company agrees to provide the Internet Portal ("Gateway") where BROKERS and FUNDING SOURCES come together so that FUNDING SOURCES may provide funding to a Plaintiff.
The BROKER agrees to the following; (i) complete BROKER profile and desired Funding Source criteria (ii) enter the required case information into the Company Portal.

No Agency:
Broker shall not use any name, logo, trademark, servicemark, or other property of the Company so as to represent or create the appearance of Agency between Company and Broker.

Compensation:
BROKER shall be entitled to compensation as specified in the BROKERS profile or Funding Screen of a specific PLAINTIFF. The company agrees to forward to BROKER those funds received as compensation from the Funding Source to the BROKER. The company does NOT in any way maintain ANY responsibility for the payment of any fees or commissions owed to BROKER by a Funding Source. Company is merely the conduit for payments between BROKER and Funding Source. BROKER shall be paid said commission via ACH services maintained by the Company upon the Companies receipt of said commissions from the Funding SourceS.

Limitation on Compensation:
Notwithstanding anything to the contrary, in the event that compensation to BROKER is prohibited by law or court order, BROKER expressly understands and agrees that the Company shall have no obligation to forward to BROKER any fees or commission it receives from the FUNDING SOURCE. In such event, the company shall return the fees or commission to the FUNDING SOURCE OR PLAINTIFF.

Broker Relationship and Interaction with Attorneys and Plaintiffs:
Broker understands and covenants that it shall pay no compensation to or' have any financial relationship with any attorneys, law firms or plaintiffs that Broker represents. Broker further recognizes and acknowledges that attorneys must exercise independent judgment on behalf of their clients; therefore, Broker covenants that it will not attempt to limit in any way an attorney's or his/her client's consideration or choice of funding alternatives.

Suspension of Membership:
BROKERS membership to Company shall be suspended indefinitely or for such time deemed appropriate by Company for any of the following infractions.
    a. Intentionally Providing False of Misleading information to Company or Funding SourceS
    b. Violating any terms and conditions of this agreement
    c. Any other activity where Company feels it, or its members may be compromised by BROKERS continued membership.

Compliance with Laws:
Broker shall, at all times, comply with all applicable laws, statutes, ordinances, regulations, rulings, orders and decrees of all federal, state, and local government bodies, authorities, agencies, or departments (or any instrumentality thereof) having jurisdiction over the Company, Broker, this Agreement, or the transactions contemplated hereby.

Independent Contractor:
Broker is an independent contractor with the Company for purposes of this Agreement; Nothing contained in this Agreement is intended to nor shall be construed to make Broker an employee, co-venture, or partner of the Company. Broker is free to exercise Broker's own discretion as to the amount of time Broker' shall expend under this Agreement, and the manner, means, and details of the conduct of Broker under this Agreement, The Company shall not be liable for any of Broker's expenses or commissions owed by any Funding Source.

No Assignment by Broker:
This Agreement, Broker's compensation, and any rights, duties, obligations, or interests under this Agreement shall not be sold, assigned, or pledged by Broker without the prior written consent of the Company. Broker shall give the Company 30 days advance written notice of any material change in Broker's ownership, management or operations, and shall cooperate with the Company in providing any other reasonable information requested by the Company relating thereto.

Indemnification:
Broker shall indemnify, defend, and hold harmless the Company, and its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates (collectively, the "Company Indemnitee"), from and against any losses, damages, claims, demands, or liabilities (including without limitation any regulatory fines and forfeitures, court costs, and reasonable attorney's fees) that the Company Indemnitee may incur' related to or arising out of Broker's breach of any provision of this Agreement, or for any negligent, fraudulent, illegal, or criminal acts or omissions of Broker or of any of its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates. The Company shall indemnify, defend, and hold harmless Broker, and its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates (collectively, the "Broker Indemnitee"), from and against any losses, damages, claims, demands, or liabilities (including without limitation any regulatory fines and forfeitures, court costs, and reasonable attorney's fees) that Broker Indemnitee may incur which are directly attributable to the Company's breach of any provision of this Agreement.

Confidentiality:
Broker shall not make available or disclose to any individual or entity, other than the Company, any confidential information relating to this Agreement or any client (including, but not limited to: medical or financial information, or information relating to a potential transaction) without the prior written consent of the Company, other than as authorized by the particular client, or as may be required by any applicable laws or judicial or administrative proceedings.

Miscellaneous:
This Agreement supersedes all negotiations and discussions between the parties, constitute the entire agreement of the parties on the subjects herein, and may be changed only by this agreement, which from time to time will be updated or changed and will require a new acceptance by BROKER when BROKER logs into the Company Portal. In addition, no warranties, representations, or undertakings are made by the parties hereto except as are expressly provided herein. This Agreement is the mutual product of the parties hereto. Each provision of this Agreement has been subject to the mutual consultation, negotiation, and agreement of each of the parties, and no provision shall be construed for or against any party hereto on account of draftsmanship. Any waiver by a party of its rights under this Agreement shall be in writing and signed by the party waiving such rights. The failure of a party to enforce, at any time, any of the provisions of this Agreement or any rights in respect thereto, shall in no way be considered a waiver of such provisions, rights, or breaches thereof, and shall in no way be considered a waiver of any other provisions, rights, or breaches of this Agreement. Headings in the sections of this Agreement are for convenience only and shall not constitute any part hereof for any purposes whatsoever, nor bear upon the intent of the parties.

Governing Law:
This Agreement, and any disputes arising out of or relating hereto, shall be interpreted, and the rights and liabilities of the parties hereto determined in accordance with the laws of the State of Illinois without reference to principles of choice of law or conflict of law between or among jurisdictions.

Arbitration:
Any controversy or claim between the parties arising out of or relating to this Agreement which cannot be resolved by agreement of the parties, upon written demand of either party to the other, shall be exclusively settled by binding arbitration before a single arbitrator in Chicago, Illinois, in accordance with the rules then in effect of the American Arbitration Association ("AAA"), except that the arbitrator shall apply Illinois law (without regard to its choice of law or conflict of law principles) with respect to all substantive matters in the arbitration proceedings. The parties agree that punitive, treble, or any other like style of multiple damages shall not be awarded under any circumstances. The parties further agree to consider themselves bound by, and shall pay the costs and fees of arbitration in accordance with, any award made by the arbitrator, and that a judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

FUNDING SOURCE TERMS & CONDITIONS

DEFINITIONS

"Broker"

"Funding Source"

That individual and/or entity which provides funding to a Plaintiff, with or without a Broker

"Plaintiff"

That individual and/or entity which seeks and received funding (ie. Money) from a FUNDING SOURCE, with or without a Broker

RECITALS

WHEREAS, the COMPANY is in the business of providing an Internet Portal "Gateway" where upon BROKERS enter a Funding Request on behalf of a Plaintiff, and a FUNDING SOURCE accept and/or fills that request by providing the money requested. The consummation of this transaction is based upon the mutually agreed terms of the Broker and the FUNDING SOURCE. Upon consummation of this transaction, FUNDING SOURCE shall provide funding to Plaintiff and shall pay any commission/fee owed to BROKER, if any.
NOW THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

AGREEMENT

Membership:
FUNDING SOURCE understands and agrees that it shall be deemed a "Member" of the COMPANY, so as to utilize the services of the COMPANY.

Term and Fees:
This agreement may be cancelled by either party at any time. Any fees or commissions owed prior to the cancellation will still be due and owing to the non-canceling party. Cancellation by FUNDING SOURCE shall be effectuated within the FUNDING SOURCES profile in the COMPANY'S Portal

Services:
The COMPANY agrees to provide the Internet Portal ("Gateway") where BROKERS and FUNDING SOURCE come together so that FUNDING SOURCE may provide Funding to a Plaintiff.
The FUNDING SOURCE agrees to the following; (i) complete FUNDING SOURCE profile and desired FUNDING SOURCE criteria (ii) review, approve and/or decline a funding request within the time period specified within the request (iii) promptly provide funding of any approved funding request (iv) promptly update portal of any declined funding requests (v) abide by the special terms and conditions that may apply to each individual funding request, including but not limited to, contacting the Plaintiff, BROKER, Attorney, Insurance companies, Defendants, or other such due diligence that may be specified therein.

No Agency:
FUNDING SOURCE shall not use any name, logo, trademark, servicemark, or other property of the COMPANY so as to represent or create the appearance of Agency between COMPANY and FUNDING SOURCE.

Compensation:
BROKERS shall be entitled to compensation as specified in the BROKERS profile or Funding Screen of a specific Plaintiff. The COMPANY agrees to forward to BROKERS those funds received as compensation from the FUNDING SOURCE to the BROKERS. The COMPANY does NOT in any way maintain ANY responsibility for the payment of any funding requests, fees or commissions owed to a Plaintiff, BROKER or FUNDING SOURCE. COMPANY is merely the conduit for payments between BROKERS and FUNDING SOURCE. BROKERS shall be paid commissions via ACH services maintained by the COMPANY upon the Companies receipt of said commissions from the FUNDING SOURCES.

Tortuous Interference:
At no time may FUNDING SOURCE seek to encourage or promote a member BROKER to deal and transact directly with FUNDING SOURCE so as to avoid usage of COMPANY. Any such violation shall result in the termination of the FUNDING SOURCE membership with the COMPANY.

Limitation on Compensation:
Notwithstanding anything to the contrary, in the event that compensation to BROKERS is prohibited by law or court order, FUNDING SOURCE expressly understands and agrees that the COMPANY shall have no obligation to forward to BROKER any fees or commission it receives from the FUNDING SOURCE. In such event, the COMPANY shall return the fees or commission to the FUNDING SOURCE OR FUND RECIEPENT.

FUNDING SOURCE Relationship and Interaction with Attorneys and Plaintiffs:
FUNDING SOURCE understands and covenants that it shall pay no compensation to or have any financial relationship with any attorneys, law firms or plaintiffs that FUNDING SOURCE represents in a legal capacity. FUNDING SOURCE further recognizes and acknowledges that attorneys must exercise independent judgment on behalf of their clients; therefore, FUNDING SOURCE covenants that it will not attempt to limit in any way an attorney's or his/her client's consideration or choice of funding alternatives.

Suspension of Membership:
FUNDING SOURCES membership to COMPANY shall be suspended indefinitely or for such time deemed appropriate by COMPANY for any of the following infractions.
    a. Intentionally Providing False of Misleading information to COMPANY or any party to the particular funding request
    b. Violating any terms and conditions of this agreement
    c. Any other activity where COMPANY feels it, or its members may be compromised by FUNDING SOURCES continued membership.

Compliance with Laws:
FUNDING SOURCE shall, at all times, comply with all applicable laws, statutes, ordinances, regulations, rulings, orders and decrees of all federal, state, and local government bodies, authorities, agencies, or departments (or any instrumentality thereof) having jurisdiction over the COMPANY, FUNDING SOURCE, this Agreement, or the transactions contemplated hereby.

Independent Contractor:
FUNDING SOURCE is an independent contractor with the COMPANY for purposes of this Agreement; Nothing contained in this Agreement is intended to nor shall be construed to make FUNDING SOURCE an employee, co-venture, or partner of the COMPANY. FUNDING SOURCE is free to exercise FUNDING SOURCE's own discretion as to the amount of time FUNDING SOURCE shall expend under this Agreement, and the manner, means, and details of the conduct of FUNDING SOURCE under this Agreement, The COMPANY shall not be liable for any of FUNDING SOURCE's expenses or commissions owed.

No Assignment by FUNDING SOURCE:
This Agreement and any rights, duties, obligations, or interests under this Agreement shall not be sold, assigned, or pledged by FUNDING SOURCE without the prior written consent of the COMPANY. FUNDING SOURCE shall give the COMPANY 30 days advance written notice of any material change in FUNDING SOURCE's ownership, management or operations, and shall cooperate with the COMPANY in providing any other reasonable information requested by the COMPANY relating thereto.

Indemnification:
FUNDING SOURCE shall indemnify, defend, and hold harmless the COMPANY, and its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates (collectively, the "COMPANY Indemnitee"), from and against any losses, damages, claims, demands, or liabilities (including without limitation any regulatory fines and forfeitures, court costs, and reasonable attorney's fees) that the COMPANY Indemnitee may incur' related to or arising out of FUNDING SOURCE's breach of any provision of this Agreement, or for any negligent, fraudulent, illegal, or criminal acts or omissions of FUNDING SOURCE or of any of its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates.

Confidentiality:
FUNDING SOURCE shall not make available or disclose to any individual or entity, other than the COMPANY, any confidential information relating to this Agreement or any client (including, but not limited to: medical or financial information, or information relating to a potential transaction) without the prior written consent of the COMPANY or as may be required by any applicable laws or judicial or administrative proceedings.

Miscellaneous:
This Agreement supersedes all negotiations and discussions between the parties, constitute the entire agreement of the parties on the subjects herein, and may be changed only by this agreement, which from time to time will be updated or changed and will require a new acceptance by FUNDING SOURCE when FUNDING SOURCE logs into the COMPANY Portal. In addition, no warranties, representations, or undertakings are made by the parties hereto except as are expressly provided herein. This Agreement is the mutual product of the parties hereto. Each provision of this Agreement has been subject to the mutual consultation, negotiation, and agreement of each of the parties, and no provision shall be construed for or against any party hereto on account of draftsmanship. Any waiver by a party of its rights under this Agreement shall be in writing and signed by the party waiving such rights. The failure of a party to enforce, at any time, any of the provisions of this Agreement or any rights in respect thereto, shall in no way be considered a waiver of such provisions, rights, or breaches thereof, and shall in no way be considered a waiver of any other provisions, rights, or breaches of this Agreement. Headings in the sections of this Agreement are for convenience only and shall not constitute any part hereof for any purposes whatsoever, nor bear upon the intent of the parties.

PLAINTIFF TERMS & CONDITIONS

DEFINITIONS "Plaintiff" That individual and/or entity which seeks and receives funding (ie. Money) from a Funds Provider, with or without a Broker

"Broker" That individual and/or entity which seeks to obtain funding (ie. Money) on behalf of another individual and/or entity (ie. Plaintiff). In this arrangement the Broker is the agent of the Plaintiff.

"Funds Provider" That individual and/or entity which provides funding to a Plaintiff, with or without a Broker

RECITALS WHEREAS, The Funding Exchange, LLC (Company) is in the business of providing an Internet Portal "Gateway" where upon PLAINTIFFS enter a Funding Request on their behalf, and a FUNDS PROVIDER accept and/or fills that request by providing the money requested. The consummation of this transaction is based upon the mutually agreed terms of the Plaintiff and the Funds Provider.
NOW THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the parties agree as follows:

AGREEMENT

• Usership:
PLAINTIFF understands and agrees that it shall be deemed a "User" of the Company, so as to utilize the services of the company

• Term and Fees:
This agreement may be cancelled by either party at any time. Any fees or commissions owed prior or subsequent to the cancellation will still be due and owing to the non-canceling party. Cancellation by PLAINTIFF shall be effectuated within the PLAINTIFF user profile in the Company's Portal

• Services:
The Company agrees to provide the Internet Portal ("Gateway") where PLAINTIFF, plaintiffs via BROKERS, and FUND PROVIDERS come together so that FUND PROVIDERS may provide Funding to a PLAINTIFF.

• Duty of Plaintiff:
The PLAINTIFF agrees to the following; (i) complete PLAINTIFF application and desired FUNDS PROVIDER criteria (ii) enter the required case information into the Company Portal.

• No Agency:
PLAINTIFF shall not use any name, logo, trademark, servicemark, or other property of the Company so as to represent or create the appearance of Agency between Company and Plaintiff. Additionally the PLAINTIFF understands that the Company is not the agent of the PLAINTIFF or FUNDING SOURCE.

• Suspension of Usership:
PLAINTIFF usership of the services of the Company shall be suspended indefinitely or for such time deemed appropriate by Company for any of the following infractions. a. Intentionally Providing False of Misleading information to the Company or FUNDING SOURCE b. Violating any terms and conditions of this agreement c. Any other activity where Company feels it, or its users may be compromised by PLAINTIFF continued usership.

• Compliance with Laws:
Plaintiff shall, at all times, comply with all applicable laws, statutes, ordinances, regulations, rulings, orders and decrees of all federal, state, and local government bodies, authorities, agencies, or departments (or any instrumentality thereof) having jurisdiction over the Company, Plaintiff, this Agreement, or the transactions contemplated hereby.

• No Assignment by Plaintiff:
This Agreement, Plaintiff's rights, duties, obligations, or interests under this Agreement shall not be sold, assigned, or pledged by Plaintiff without the prior written consent of the Company. Plaintiff shall give the Company 30 days advance written notice of any material change in Plaintiff 's status, ownership, management or operations, and shall cooperate with the Company in providing any other reasonable information requested by the Company relating thereto.

• Indemnification:
Plaintiff shall indemnify, defend, and hold harmless the Company, and its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates (collectively, the "Company Indemnitee"), from and against any losses, damages, claims, demands, or liabilities (including without limitation any regulatory fines and forfeitures, court costs, and reasonable attorney's fees) that the Company Indemnitee may incur' related to or arising out of Plaintiff 's breach of any provision of this Agreement, or for any negligent, fraudulent, illegal, or criminal acts or omissions of Plaintiff or of any of its shareholders, directors, officers, members, managers, partners, employees, agents, representatives, investors, and affiliates.

• Confidentiality:
No party to this agreement shall make available or disclose to any individual or entity, other than those parties to this transaction, any confidential information relating to this Agreement or PLAINTIFF's funding request (including, but not limited to: medical or financial information, or information relating to a potential transaction) without the prior written consent of the Company or PLAINTIFF or as may be required by any applicable laws or judicial or administrative proceedings.

• Miscellaneous:
This Agreement supersedes all negotiations and discussions between the parties, constitute the entire agreement of the parties on the subjects herein, and may be changed only by this agreement, which from time to time will be updated or changed and will require a new acceptance by PLAINTIFF when PLAINTIFF enters the Company’s website. In addition, no warranties, representations, or undertakings are made by the parties hereto except as are expressly provided herein. This Agreement is the mutual product of the parties hereto. Each provision of this Agreement has been subject to the mutual consultation, negotiation, and agreement of each of the parties, and no provision shall be construed for or against any party hereto on account of draftsmanship. Any waiver by a party of its rights under this Agreement shall be in writing and signed by the party waiving such rights. The failure of a party to enforce, at any time, any of the provisions of this Agreement or any rights in respect thereto, shall in no way be considered a waiver of such provisions, rights, or breaches thereof, and shall in no way be considered a waiver of any other provisions, rights, or breaches of this Agreement. Headings in the sections of this Agreement are for convenience only and shall not constitute any part hereof for any purposes whatsoever, nor bear upon the intent of the parties.

• Governing Law:
This Agreement, and any disputes arising out of or relating hereto, shall be interpreted, and the rights and liabilities of the parties hereto determined in accordance with the laws of the State of Illinois without reference to principles of choice of law or conflict of law between or among jurisdictions.

• Arbitration:
Any controversy or claim between the parties arising out of or relating to this Agreement which cannot be resolved by agreement of the parties, upon written demand of either party to the other, shall be exclusively settled by binding arbitration before a single arbitrator in Chicago, Illinois, in accordance with the rules then in effect of the American Arbitration Association ("AAA"), except that the arbitrator shall apply Illinois law (without regard to its choice of law or conflict of law principles) with respect to all substantive matters in the arbitration proceedings. The parties agree that punitive, treble, or any other like style of multiple damages shall not be awarded under any circumstances. The parties further agree to consider themselves bound by, and shall pay the costs and fees of arbitration in accordance with, any award made by the arbitrator, and that a judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Litigation Broker’s Terms and Conditions

Litigation Funding Source’s Terms and Conditions

Plaintiff’s Terms and Conditions