The website farmvestor.com (“Website” or “Site”) is owned and operated by FarmVestor, LLC (“FarmVestor”, “we”, “us”, or “our”). By use and access to the Site, you agree to be bound by our Terms of Use. Please read carefully before using this Site as the Terms of Use constitute a legally binding contract between you and FarmVestor.

The Terms of Use sets forth the terms and conditions which govern your access and use of the Site and of the Content (as defined below) and the services and functionality made available on or through the Site (collectively, the “Services”) whether as a guest or a registered user. By browsing, accessing, or otherwise using the Services in any manner, you hereby accept, without limitation or qualification, (1) the Terms of Use and (2) the Privacy Policy for the Site. If you do not agree to the Terms of Use or Privacy Policy, you may not access or use the Services or any portion thereof and must exit the Site now. Further, if you do not agree to the Terms of Use or Privacy Policy, you agree that your sole and exclusive remedy is to discontinue using this Site.

This Site is intended solely for users who are at least 19 years of age or older. By using the Site, you affirm that you are 19 years of age or older and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this User Agreement, and to abide by and comply with this User Agreement.

Please review the Terms of Use periodically which may be accessed through the Site. We reserve the right, in our sole discretion, to update or revise the Terms of Use at any time. By using or accessing the Site, you agree that we may modify the Terms of Use or the Site at any time without prior notice. You further agree that we will have no further obligation to notify you of any modifications and, unless where otherwise provided by applicable law, such updates or modifications shall become effective immediately upon the posting thereof and will be indicated by the “last updated” date indicated above. Your continued use of the Site following the posting of updates and/or revisions to the Terms of Use will conclusively indicate and constitute your acceptance of such update and/or the revised Terms of Use. The most current version of the Terms of Use can be accessed at any time by selecting the Terms of Use link on the bottom of the Site.

A. Authorized User. Our Services and certain pages of the Site are only available to Authorized Users who have been authorized by us to access the Services and web pages on the Site. Such authorization may require a satisfactory background screening and/or identification verification, as well as the completion of an accredited investor questionnaire. Only Users of this Site and Services with a valid username and password are authorized to access such services and web pages.

B. Security of Username/Password. Access to certain areas of the Services (“User Restricted Areas”) is enabled only by username and password. You shall maintain your password in strict confidence. In no event shall you share your password with any third party or allow another person to access the User Restricted Areas using your password. You shall immediately notify us if you have any reason to believe that your username or password has been lost or compromised or misused in any way. You shall immediately report any unauthorized or suspicious activity involving your User Account. You are fully and solely responsible for any and all use of the Services using your username and password. We reserve the right to revoke or deactivate your username and password if you violate the Terms of Use.

C. Control of Account. If we, in our reasonable discretion, have determined that any User Account has been established for (or utilized in connection with) the perpetuation of fraud or in any other manner adverse to these Terms of Use, we reserve the right, in our sole discretion, to exercise control over such User Account and take any other action we deem appropriate in order to rescind, unwind or otherwise terminate any related transactions. You agree that FarmVestor shall not be liable to you or any third party in connection with the exercise of control over any such User Account. Exercise of control may result in the forfeiture and destruction of all information associated with and/or assets contained in such User Account.

A. Description of Content. The Site contains a wide variety of Content (defined below), whether (1) proprietary to FarmVestor and its affiliates or (2) proprietary to third parties. Content includes, but is not limited to text, data, files, documents, software, scripts, layout, design, function and “look and feel,” graphics, images, audio, videos, audiovisual combinations, interactive features, and any other materials that you may view, access or download (but only as expressly permitted in paragraph C below) through the Site.

B. Proprietary Rights. You acknowledge and agree that all Content, whether publicly posted or privately transmitted, as well as all derivative works thereof, are owned by FarmVestor or other parties that have licensed their material to FarmVestor, and are protected by copyright, trademark, and other intellectual property laws. Except as specifically permitted herein, Content may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, including by email or other electronic means, without the prior consent of FarmVestor or such third party that owns the Content. All rights not expressly granted herein by FarmVestor and/or its licensors to you are reserved by FarmVestor and/or its licensors.

C. Restrictions on Your Use of Content. You may access and use Content solely for your information and personal, non-commercial use, as intended through the provided functionality of the Services and permitted under this User Agreement. Any modification of the Content, use of the Content on any website or networked computer environment, or use of the Content for any purpose other than personal, non-commercial use, without the prior consent of FarmVestor or its licensors, as applicable, is a violation of the copyright, trademark, and other proprietary rights in the Content and is expressly prohibited. You agree not to circumvent, disable or otherwise interfere with security-related features of the Services that prevent or restrict the use or copying of any Content and not to alter, remove, or falsify any attributions or other proprietary designations of origin or source of any Content appearing on the Site. You shall not download any Content unless you see a “download” or similar link displayed by us on the Site for such Content. We do not have an obligation to detect the presence of Harmful Code (as defined in “Restrictions on the use of your Services” below). If you download any Content from the Site, you do so at your own risk. You agree that you are responsible for your own conduct while using the Site or Services and for any consequences thereof. You agree to use the Services only for purposes that are legal, proper, and in accordance with this User Agreement, the Privacy Policy, and any applicable law, rules, or regulations (including, without limitation, the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940, the Investment Advisers Act of 1940, any applicable state “Blue Sky” laws, any other applicable United States federal or state securities laws, regulations and rules, any securities exchange or self-regulatory organization’s rules or regulations, any consumer protection, unfair competition, and anti-discrimination laws or regulations and any applicable foreign laws).

D. Links to Other Sites. The Site may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. The fact that we link to a website is not an endorsement, authorization, or representation of our affiliation with that third party. We do not exercise control over third-party websites, and you acknowledge that FarmVestor is not responsible or liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of such websites or resources. These other websites may place their own cookies or other files on your computer, collect data or solicit personal information from you. Other websites follow different rules regarding the use or disclosure of the personal information you submit to them. We encourage you to read the privacy policies or statements of the other websites you visit. Please be aware that the terms of our Privacy Policy do not apply to these third-party websites.

E. Disclaimer. Your use of the Content is at your sole risk and is provided to you on an AS IS and AS AVAILABLE basis. You understand that we do not guarantee the accuracy, safety, integrity, or quality of Content and you hereby agree that you must evaluate and bear all risks associated with the use of any Content, including any reliance on the Content, integrity, and accuracy of such Content. Nothing on the Site should be deemed to constitute a recommendation to purchase, sell or hold, or otherwise to constitute advice regarding, any registered or unregistered security. By accessing Content, you acknowledge and agree that FarmVestor does not engage in the business of effecting securities transactions or providing investment advice and is not registered with the U.S. securities and exchange commission or any state securities regulator as a broker-dealer or investment adviser, and does not conduct any activity that would require such registration.

A. Description of Services. FarmVestor serves to facilitate direct and indirect investments into farmland real estate. All investment opportunities will be offered via the Website.

B. Investor Qualifications. Our Services are available to U.S. Investors who qualify as Accredited Investors. An Accredited Investor is an Investor who has indicated, and with regards to whom we have made efforts to confirm, an annual income of at least $200,000 ($300,000 for joint income) for the past two years and reasonably expects to reach the same income level in the current year, or a net worth of at least $1,000,000 (individually or jointly), excluding the value of his or her primary residence. In order to confirm Accredited Investor status, we have partnered with North Capital Investment Technology, Inc. (NCIT) to acquire and review information provided by investors. Investors will be directed to NCIT’s website to complete this process which will include creating an account, accepting NCIT’s Terms of Use and Privacy Policy, and providing necessary personal and financial information to verify Accredited Investor status. Upon completion, NCIT will provide FarmVestor with Accredited Investor approval or disapproval. FarmVestor will not be privy to investor financial information.

C. Payment Functionality. FarmVestor uses Stripe ACH (Stripe) to accept funds from investors. Investors will be directed to Stripe’s website to complete an ACH funds transfer which will include creating an account, accepting Stripe’s Terms and Privacy Policy, and providing necessary personal and bank account information. Investors will be sent an invoice for their initial investment and any subsequent payments. Investors will be able to view and pay the invoice through their personal portal. Within the invoice, investors can link their bank account they would like to use for payment. Linking their bank account can happen instantaneously through Plaid, or manually through test deposits (takes 1-2 days). Both of these bank account authorization methods utilize Stripe ACH on the backend and Stripe ACH’s Terms and Privacy Policy. FarmVestor will not be privy to investor bank information other than the last four digits of bank account number.

D. Non-Disclosure and Confidentiality. In using the Services, you will have access to confidential information of FarmVestor and its affiliates and their respective clients, borrowers, originators, brokers, licensors and suppliers that may include, but is not limited to the names, business and financial information, business plans, operating agreements, investment memorandums, and customer names of FarmVestor’s and its affiliates’ clients (collectively, “Confidential Information”). You agree to maintain and safeguard vigilantly the privacy and security of all Confidential Information. Without limiting the foregoing, you agree to undertake all necessary measures to ensure the privacy and security of all Confidential Information including without limitation: (i) to use the Confidential Information only for the purpose for which such Confidential Information was made available to you as a part of the Services (the “Permitted Purpose”) and for no other purpose whatsoever; (ii) not to access, use or disclose any Confidential Information that you have no legitimate authorization to access, use or disclose; (iii) not to access the Services or any Confidential Information for any other individual (except to the extent fully disclosed by you to FarmVestor) or any unauthorized third party; (iv) not to disclose Confidential Information to any third-party except to your attorneys and financial advisors who need to know such information to assist you to carry out the Permitted Purpose (the “Representatives”) and which Representatives are bound by a written confidentiality agreement containing disclosure and use provisions no less restrictive with respect to disclosure than those set forth herein; (v) to restrict physical and system access to the equipment which contains Confidential Information or which gives access to the Confidential Information (such as by diligently locking and monitoring office premises and requiring password verification to gain access to desktop computers); and (vi) to use Confidential Information in compliance with all applicable laws. You shall immediately notify, and cooperate fully with FarmVestor in the event you discover or suspect any unauthorized use of or access to the Services and/or Confidential Information. You hereby agree that you shall be responsible hereunder for any breach or threatened breach by the Representatives of the obligations set forth in this section as if such breach or threatened breach was committed by you. You acknowledge and further agree that all obligations relating to Confidential Information under this User Agreement will continue after termination of this User Agreement and termination of access rights hereunder.

E. Restrictions on Your Use of Services. You agree not to access or use the Services in an unlawful way or for an unlawful or illegitimate purpose, including without limitation any violation of the antifraud or registration provisions of the securities laws of the U.S. or any state therefore. You shall not post or transmit via the Services (a) a message or information under a false name; (b) information that is unlawful, libelous, defamatory, obscene, fraudulent, predatory of minors, harassing, threatening or hateful to any person; or (c) information that infringes or violates any of the intellectual property rights of others or the privacy or publicity rights of others. You shall not attempt to disrupt the operation of the Services in any manner, including, but through the use of methods such as denial of service attacks, flooding or spamming and you will not transmit, distribute, introduce or otherwise make available in any manner through the Services any computer virus, keyloggers, spyware, worms, Trojan horses, time bombs or other malicious or harmful code (collectively, “Harmful Code”). You shall not use the Services in any manner that could damage, disable or impair our services or networks. You shall not attempt to gain unauthorized access to any user accounts or computer systems or networks, through hacking, password mining or any other means. You shall not use any robot, scraper or other means to access the Services.

F. Termination or Exclusion. You understand that the Services are provided as a courtesy to you and that we may modify, suspend or terminate all or a portion of the Services at any time in our discretion without prior notice to you. We reserve the right, in our sole discretion, to revoke, terminate or suspend any privileges associated with accessing the Services for any reason or for no reason whatsoever, including improper use of the Services or failure to comply with these Terms of Use, and to take any other action we deem appropriate. You agree that FarmVestor shall not be liable to you or any third party for any termination of your access to the Services. User Account termination may result in the forfeiture and destruction of all information associated with your User Account. If you wish to terminate your User Account, you may do so by contacting FarmVestor’s customer service at info@farmvestor.com.

G. Disclaimer. No communication by FarmVestor, through the Site or any other medium, should be construed or is intended to be a recommendation to purchase, sell or hold any security or otherwise to be investment, tax, financial, accounting, legal, regulatory or compliance advice. Nothing on the Site is intended as an offer to extend credit, an offer to purchase or sell securities or a solicitation of any securities transaction. Investing in securities described in the Content on the Site poses risks, including but not limited to credit risk, interest rate risk, and the risk of losing some or all of the money you invest. Before investing in any securities, you should: (1) conduct your own investigation and analysis; (2) carefully consider the investment and all related charges, expenses, uncertainties and risks, including all uncertainties and risks described in offering materials; and (3) consult with your own investment, tax, financial and legal advisors. The securities described in the Content on the Site are only suitable for accredited investors who understand and are willing and able to accept the high risks associated with private investments. Investing in private placements requires long-term commitments, the ability to afford to lose the entire investment, and low liquidity needs. This Site provides preliminary and general information about such securities and is intended for initial reference purposes only. It does not summarize or compile all the applicable information. This Site does not constitute an offer to sell or buy any securities. No offer or sale of any securities will occur without the delivery of confidential offering materials and related documents. The information contained herein is qualified by and subject to more detailed information in the applicable offering materials. FarmVestor is not registered as an investment adviser or broker-dealer. FarmVestor does not make any representation or warranty to any prospective investor regarding the legality or suitability of an investment in any securities.

FarmVestor conducts its business via the Internet, and therefore we need for you to consent to transact business with us online and electronically. We also need you to consent to FarmVestor sending you certain disclosures electronically, either via our Site or to the email address you provide to us. By agreeing to this Agreement, you agree to receive electronically all documents, communications, notices, contracts, and agreements (including any IRS Forms, including Form 1099 and Form K-1) arising from or relating to your use of the Site and Service, including any securities you have purchased, your use of this Service, and the voting of any securities you have purchased as an investor in any offering made available through the Site (each, a ” Disclosure”), whether we are acting in the capacity as issuer, agent or otherwise. The decision to do business with us electronically is yours. This document informs you of your rights concerning Disclosures.

A. Electronic Communications. Any Disclosures will be provided to you electronically from FarmVestor either on our Site or via electronic mail to the verified email address you provided. Any IRS 1099 Forms or Form K-1s provided electronically will remain accessible through at least October 15 of the year in which such IRS Form 1099 or Form K-1 is made available; after that time the IRS Form 1099 may no longer be accessible electronically. We may discontinue electronic provision of Disclosures at any time in our sole discretion.

B. Scope of Consent. Your consent to receive Disclosures and transact business electronically, and our agreement to do so, applies to any transactions to which such Disclosures relate, whether between you and FarmVestor. Your consent will remain in effect for so long as you are a User and, if you are no longer a User, will continue until such a time as all Disclosures relevant to transactions that occurred while you were a User have been made.

C. TCPA Consent. You expressly consent to receiving calls and messages, including auto dialed and pre-recorded message calls, and SMS messages (including text messages) from us, our affiliates, agents and others calling at their request or on their behalf, at any telephone numbers that you have provided or may provide in the future (including any cellular telephone numbers). Your cellular or mobile telephone provider will charge you according to the type of plan you carry.

D. Withdrawing Consent. You may not withdraw such electronic consent so long as you have any outstanding investments made through the Site. If you have no outstanding investments made through the site and wish to withdraw consent to doing business electronically, we will terminate your registered user account with us.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site or the Service (“Submissions”), provided by you to FarmVestor shall become the sole property of FarmVestor. FarmVestor shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You agree to indemnify, defend and hold harmless FarmVestor and its affiliates, officers, directors, employees, agents and third parties for any losses, costs, liabilities and expenses, including reasonable attorney’s fees, related to or arising out of your use, misuse, access or inability to access, the Site, Services or Content, any User submissions made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. This indemnification shall survive the termination of this Agreement and your use of the Service. FarmVestor reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with FarmVestor in asserting any available defenses.

These Terms will be governed by and construed in accordance with the laws of the State of Nebraska, and you submit to the exclusive jurisdiction of the state and federal courts located in Nebraska for the resolution of any disputes.

Any litigation under these Terms of Use will take place on an individual basis; class/representative/collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH’S INDIVIDUAL CAPACITY, AND NOT AS A PLANTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINS THE OTHER. Further, unless both you and FarmVestor agree otherwise, the court may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGHT THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. FARMVESTOR AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

FARMVESTOR AND/OR ITS SUPPLIES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. FARMVESTOR AND/OR ITS SUPPLIES HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IIMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FARMVESTOR AND/OR ITS SUPPLIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF FARMVESTOR OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Last updated September 16, 2022