Terms of Use and Service

The Smart1031Strategies.com service and network (collectively, the “Service”) are operated by Smart 1031 Strategies, LLC, a Delaware limited liability company (together with its affiliates, the “Company,” “we,” or “us”). By accessing or using our website at www.smart1031strategies.com, including any subdomain thereof (the “Site”), you (the “User”) signify that you have read, understand, and agree to be bound by these terms of service (“Terms of Use and Service”), regardless of whether you are a registered member of the Service.

We are a technology platform that enables (i) Accredited Investors (as defined below) to independently connect with issuers of securities related to real estate investments and (ii) certain other individuals, whether or not Accredited Investors, to connect with sellers of real estate assets. These Terms of Use and Service govern your access and use of the Site and all content, services, and/or products provided through the Site (collectively, the “Service”). Please read these Terms of Use and Service carefully before using the Service on the Site. If you violate any of these Terms of Use and Service (including by reference to the Company’s Privacy Policy or otherwise violate an agreement between you and us), the Company may terminate your membership, delete your profile and any content or information you have posted on the Site, and/or prohibit you from using or accessing the Service or the Site (or any portion, aspect, or feature of the Service or the Site) at any time at its sole discretion, with or without notice.

In addition to these Terms of Use and Service, you may enter into other agreements with us or others that will govern your use of the Site, Service, or related services offered by us or others. If there is any contradiction between these Terms of Use and Service and another agreement you enter into applicable to specific aspects of the Service, the other agreement shall take precedence in relation to the specific aspects of the Service to which it applies. As used herein, “Users” refers to anyone who accesses and/or uses the Site.

Changes to These Terms of Use and Service

We reserve the right to modify these Terms of Use and Service at any time. If we make changes, we will post the updated Terms of Use and Service on the Site and indicate the date of the last revision at the top of this page. By continuing to use the Site or the Service after any changes are posted, you acknowledge and agree to the updated Terms of Use and Service.

Eligibility

This Site is intended solely for Users who are at least eighteen (18) years of age. Any registration by, use of, or access to the Site by individuals under 18 is unauthorized, unlicensed, and violates these Terms of Use and Service. By using the Site or the Service, you represent and warrant that you are 18 or older and that you agree to abide by all terms and conditions outlined in these Terms of Use and Service.

If you violate these Terms of Use and Service, any agreement with us, or for any other reason, Smart 1031 Strategies, LLC (the “Company”) may, at its sole discretion and without notice, terminate your membership, delete your profile and any content or information you have posted, and/or prohibit you from accessing the Site or Service (or any part thereof), including if it believes you are under 18.

You agree that the Company will not be liable to you or any third party for terminating your membership.

Portions of the Service and specific pages on the Site related to investment opportunities or making investments in securities are restricted to qualified, registered, and authorized Users. These portions may not be available in all jurisdictions or to all Users.

Accredited Investors and Qualified Access

For residents of the United States, access to certain investment opportunities on the Site is restricted to certified “accredited investors,” as defined in Rule 501 of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). Such Users must have a valid User ID and password and must have a substantive pre-existing relationship with the Company.

To qualify as an Accredited Investor, individuals must generally meet one of the following criteria:

• A net worth exceeding $1 million, excluding the value of their primary residence.

• An annual income of at least $200,000 (or $300,000 jointly with a spouse) for the past two years, with a reasonable expectation of meeting the same income level in the current year.

In some cases, supporting documentation may be required to verify Accredited Investor status. Authorization may involve completing an Accredited Investor questionnaire and undergoing satisfactory background screening. Failure to provide the requested documentation or information will result in immediate termination of access to the Site and Service.

For non-U.S. persons (residents outside of the United States), access to such investment opportunities is only allowed under exemptions from registration, such as Regulation S, and only if such access complies with the laws of their country of residence. Certain services and pages of the Site may not be available to any person or entity in jurisdictions where such use is contrary to applicable laws or regulations or where the Company is not authorized to provide such information or services.

Securities Offerings; No Professional Advice Provided

The securities offered on the Smart1031Strategies.com Site have not been registered under the Securities Act of 1933, relying on the exemptive provisions of Section 4(2) of the Securities Act, Regulation D and Rule 506, and/or Regulation S, as applicable. Securities sold through private placements are restricted, not publicly traded, and therefore illiquid. Neither the U.S. Securities and Exchange Commission nor any state securities commission or other regulatory authority has approved, reviewed, or endorsed the merits of any offerings on this Site.

Smart 1031 Strategies, LLC (the “Company”) is not a registered broker-dealer, authorized funding portal, or investment advisor and does not conduct any activity requiring registration as such. Equity securities are offered through a registered broker-dealer or other third-party entities where applicable. Users are encouraged to confirm the registration and qualifications of these third-party entities and their representatives prior to making any investment.

Investment overviews presented on the Site provide summaries of the purpose and principal terms of the opportunities available. These summaries are for informational purposes only, are not exhaustive, and are qualified in their entirety by reference to the full documentation package accompanying each investment opportunity. The information on the Site has been prepared by the Company without considering any specific user’s investment objectives or financial situation. Potential investors are strongly encouraged to consult professional tax, legal, and financial advisors before making any investment. Each investment opportunity includes full disclosure materials prepared by the sponsor or issuer of the investment, and investors should thoroughly review these materials with their advisors prior to proceeding with any investment. The Company does not make representations or warranties regarding the completeness or accuracy of any information provided by sponsors or issuers.

Investors may not become a beneficial owner of 20% or more of any issuer’s outstanding voting equity securities (an “Issuer Covered Person”) without becoming subject to certain “bad actor” disqualifying events described in Rule 506(d) (a “Disqualifying Event”). By participating in any investment through the Site, you represent and warrant that you are not subject to a Disqualifying Event. You further agree to promptly notify the Company in writing if a Disqualifying Event becomes applicable to you. The Company does not assume responsibility for making Rule 506(e) disclosures or for determining whether any Issuer Covered Person is subject to a Disqualifying Event.

Prohibited Conduct (Including Non-Circumvention Restriction)

By using the Smart1031Strategies.com Site, you agree that the Company has invested significant time and resources in developing relationships with sponsoring real estate operating companies and other partners. As such, you agree that, for a period of two (2) years following the termination of your account, you will not solicit, initiate, encourage, or engage in discussions or negotiations with any sponsoring real estate operating company or third party introduced to you by the Company, or whom you learned about through the Site or Service, without the express written permission of the Company or the relevant party. This provision shall survive any termination of these Terms of Use and Service.

Our Site contains confidential information (“Confidential Information”), including technical and non-technical data related to investment opportunities listed on our platform. You agree to keep all Confidential Information strictly confidential and to use it solely for the purposes for which it was disclosed. You may not use, modify, reverse engineer, decompile, create derivative works from, or disassemble any Confidential Information unless explicitly authorized in writing by the disclosing party. These restrictions do not apply to Confidential Information that:

(a) was public at the time of disclosure;

(b) becomes publicly available after disclosure without breach of this agreement;

(c) is lawfully received from a third party without restrictions;

(d) was known to you without restrictions prior to accessing it via our Site;

(e) is independently developed by you without breach of this agreement;

(f) is generally made available to third parties by the Company without restrictions; or

(g) is required to be disclosed by applicable law.

You agree to use the Site and Service only for lawful purposes and in accordance with these Terms of Use and applicable laws. Prohibited activities include, but are not limited to:

1. Using the Service in a manner that could damage, disable, overburden, or impair the Service, or interfere with others’ use and enjoyment of the Service.

2. Attempting to gain unauthorized access to the Site, the Service, or related systems or networks through hacking, password mining, or other means.

3. Creating user accounts by automated means or under false pretenses.

4. Using data on the Site (including third-party-provided data) for purposes other than evaluating listed investment opportunities.

5. Transmitting viruses, worms, Trojan horses, or other destructive items.

6. Defaming, abusing, harassing, stalking, threatening, or otherwise violating the legal rights of others.

7. Uploading, posting, or transmitting inappropriate, defamatory, infringing, obscene, or unlawful content.

8. Uploading or sharing content that infringes on patents, trademarks, copyrights, trade secrets, or other proprietary rights without proper authorization.

9. Promoting pyramid schemes, chain letters, disruptive messages, or advertisements prohibited by law.

10. Running auto-responders, spam, or similar programs on the Service.

11. Using automated tools (e.g., bots, spiders) to scrape or index any portion of the Site.

12. Interfering with the proper functioning of the Service, including framing techniques or pop-ups.

13. Downloading files posted by other users when such files cannot be legally distributed.

14. Impersonating another person or entity, falsifying information, or removing notices or labels indicating ownership or source.

15. Removing copyright, trademark, or other proprietary rights notices.

16. Using robots, spiders, or other devices to retrieve or index any part of the Service for unauthorized purposes.

17. Submitting content that falsely implies sponsorship or endorsement by the Company or its affiliates.

18. Using the Service for illegal purposes, including violations of U.S. securities laws or similar regulations in other jurisdictions.

19. Promoting or instructing on illegal activities or advocating harm to individuals or groups.

20. Sharing or disclosing information obtained through the Service about investment offerings.

21. Using the Service for any commercial purpose other than personal use, including soliciting investments, offering products or services, or making investment recommendations to other users.

By using the Site, you agree to abide by these rules and acknowledge that violations may result in suspension or termination of your access to the Service.

Registration Data; Account Security

By using Smart1031Strategies.com (the “Site”), you agree to:

(a) provide accurate, current, and complete information as prompted by any registration forms on the Site (“Registration Data”);

(b) maintain the security of your password and account identification;

(c) promptly update your Registration Data and any other information you provide to keep it accurate, current, and complete; and

(d) be fully responsible for all activity that occurs under your account.

You further agree to:

(a) immediately notify the Company of any unauthorized use of your password or account, or any other breach of security; and

(b) ensure that you log out from your account at the end of each session when accessing the Site.

The Company is not liable for any loss or damage arising from your failure to comply with this section.

Proprietary Rights in Site Content; Limited License

All content on the Site, including but not limited to designs, text, graphics, images, videos, information, software, music, sound, and other files, as well as their selection and arrangement (the “Site Content”), is the proprietary property of Smart 1031 Strategies, LLC (the “Company”) and is protected by intellectual property laws. All rights are reserved.

You may not modify, copy, distribute, frame, reproduce, republish, download, display, post, transmit, or sell any Site Content in any form or by any means, in whole or in part, without prior written permission from the Company.

However, if you are eligible to use the Site, you are granted a limited license to access and use the Site and download or print a single copy of any portion of the Site Content solely for your personal, non-commercial use. This license is subject to the condition that you keep all downloaded or printed portions confidential and retain all copyright and other proprietary notices intact.

You are strictly prohibited from:

• Republishing Site Content on any internet, intranet, or extranet site.

• Incorporating Site Content into any other database or compilation.

• Using Site Content in any way not expressly authorized in these Terms of Use and Service.

Any unauthorized use of the Site or Site Content will result in the termination of the limited license granted herein and may also constitute a violation of applicable laws, including but not limited to copyright, trademark, and communications laws.

Unless explicitly stated otherwise in these Terms of Use and Service, no rights or licenses to the Company’s intellectual property are granted, whether by implication, estoppel, or otherwise. This license may be revoked by the Company at any time, with or without notice, and for any reason.

Consent to Electronic Transactions and Disclosures

Since Smart 1031 Strategies, LLC (the “Company”) operates primarily online, it is essential for you to consent to conduct business with us electronically. Before proceeding, you must ensure that your computer hardware and software meet the following requirements: access to the Internet; an active email account with software capable of receiving emails; a secure, SSL-compliant web browser that supports secure sessions; and hardware capable of running the necessary software.

By agreeing to these Terms of Use and Service, you consent to receive all disclosures electronically, either via our Site (www.smart1031strategies.com) or through the email address you provide. This includes documents, communications, notices, contracts, agreements, and tax forms (such as IRS Form 1099, Schedule K-1, or other information statements), arising from or related to your registration as an investor, any investments you make, your use of the Service, and the servicing of any investments (collectively, “Disclosures”). These Disclosures may be provided by the Company or any third-party service providers we use.

An IRS Form 1099 includes any Form 1099 or other tax forms, schedules, or information statements (including corrections) required under U.S. Internal Revenue Service rules and regulations.

Your decision to transact business electronically with the Company is voluntary, and this section outlines your rights regarding electronic Disclosures.

Scope of Consent

Your consent to receive Disclosures and transact electronically applies to all transactions and Disclosures relating to your interactions with the Company. This consent will remain in effect as long as you are a registered User and, if you are no longer a User, will continue until all relevant Disclosures related to transactions during your time as a User have been provided.

You may not withdraw your consent while you have outstanding investments made through the Site. If you have no outstanding investments and wish to withdraw your consent to conduct business electronically, we will terminate your registered account.

Communication Consent

By using the Site, you also consent to receiving calls and messages, including auto-dialed and pre-recorded calls, as well as SMS/text messages, from the Company, our affiliates, marketing partners, agents, and others acting on our behalf. These communications may be sent to any telephone numbers you provide, including cellular numbers. Standard charges from your mobile service provider will apply.

Accessing Disclosures on Mobile Devices

If you access the Site and Disclosures via a mobile device (such as a smartphone or tablet), you must ensure your device has software that allows you to print and save the Disclosures presented during the application process. These applications are typically available in your device’s app store. If your mobile device does not support these capabilities, please use a computer or other device that provides them to access the Site.

User Disputes

You are solely responsible for your interactions with other Users. Smart 1031 Strategies, LLC (the “Company”) reserves the right, but has no obligation, to monitor disputes between you and other Users.

Privacy

Please review the Site’s Privacy Policy, which can be found here. By using the Site or the Service, you consent to having your personal data transferred to and processed in the United States.

Disclaimers

YOUR USE OF THE SITE AND SERVICE IS AT YOUR OWN RISK. THE SITE AND SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

The Company does not guarantee the accuracy of any User Content or Third-Party Content. While the Company provides guidelines for User conduct and postings, it does not control and is not responsible for what Users post on the Site. The Company is not liable for any offensive, inappropriate, obscene, unlawful, or objectionable content you may encounter on the Site or in connection with User Content or Third-Party Content. Additionally, the Company is not responsible for the conduct, online or offline, of any User of the Site or Service.

The Company does not guarantee and makes no promises regarding any specific results, including but not limited to investment outcomes, from your use of the Site or Service.

The Site and Service may occasionally be unavailable due to maintenance or other reasons. The Company assumes no responsibility for any errors, omissions, interruptions, deletions, defects, delays in operation or transmission, communication line failures, theft, destruction, or unauthorized access to User communications. The Company is not responsible for technical malfunctions of telephone networks, computer systems, servers, software, or internet traffic congestion that may disrupt or affect the use of the Site or Service. This includes but is not limited to damage to Users’ or others’ computers as a result of participating in or downloading materials from the Site or Service.

Under no circumstances will the Company be responsible for any loss or damage, including loss of User Content, personal injury, or death, resulting from the use of the Site or Service, any User Content or Third-Party Content posted on or through the Site, or any interactions between Users of the Site, whether online or offline.

The Company reserves the right to change any content on the Site and any Services offered through the Site at any time without notice. Any references to products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise do not constitute or imply endorsement, sponsorship, or recommendation by the Company.

Limitation on Liability

To the fullest extent permitted by law, Smart 1031 Strategies, LLC (the “Company”) and its directors, officers, employees, agents, and representatives will not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits or data, arising out of your use of the Site, the Service, or any content provided on or through the Site, even if advised of the possibility of such damages.

In jurisdictions where limitations on liability are restricted or not allowed, this limitation may not apply to you, and you may have additional rights.

Governing Law and Arbitration

By using the Site or Service, you agree that these Terms are governed by the laws of the State of Texas, without regard to conflict of laws principles. You consent to personal jurisdiction in Texas and waive any right to a jury trial to the fullest extent permitted by law.

All disputes arising out of these Terms or your use of the Site or Service will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Arbitration will be conducted in English, in Texas, before a single arbitrator. Claims must be filed within one (1) year of arising. However, either party may seek injunctive relief in a court of competent jurisdiction without breaching this arbitration clause.

Indemnity

You agree to indemnify and hold harmless the Company, its affiliates, and their directors, officers, employees, and agents from any claims, liabilities, damages, or expenses (including reasonable attorney’s fees) arising out of your use of the Site or Service, your conduct, your violation of these Terms, or infringement of third-party rights.

If you are a California resident, you waive California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” Residents of other jurisdictions waive any similar laws.

Investor Members: Securities Matters

Nothing in these Terms waives any rights or remedies under Section 14 of the Securities Act of 1933, Section 29(a) of the Securities Exchange Act of 1934, or any other applicable federal or state securities laws.

Submissions

Any feedback, suggestions, ideas, or comments you provide to the Company (“Submissions”) regarding the Site or Service will become the sole property of the Company. The Company may use these Submissions for any purpose without acknowledgment or compensation to you.