Acceptance of Terms and Contracting Party

These Terms of Service (“Terms”) govern your access to and use of the Ottri platform, including our websites, dashboards, applications, embedded widgets, consumer financing experiences, and APIs (collectively, the “Platform”).

These Terms apply to all users of the Platform, including website visitors, Merchants, Partners, Lenders, their authorized personnel, and Consumers interacting with an Ottri-powered financing experience.

For general Platform technology services, merchant services, partner services, lender integrations, websites, dashboards, APIs, and related business-user activity, these Terms are a binding agreement between you and Ottri Inc., a Delaware corporation.

For consumer financing-related activities that are conducted by Ottri Global LLC, including activities requiring state financial services licenses, broker-related activity, consumer authorization flows, and any activity involving consumer report information obtained by Ottri Global LLC with consumer consent, these Terms are also a binding agreement between you and Ottri Global LLC, a Delaware limited liability company, NMLS ID 2776988.

Ottri Inc. operates the Platform technology. Ottri Global LLC holds state financial services licenses where required and conducts only those licensed activities for which it is authorized in each applicable jurisdiction.

Personal information handling by Ottri Inc. and Ottri Global LLC is governed by the Ottri Privacy Policy, which is incorporated by reference. By accessing or using the Platform, you agree to these Terms and the Ottri Privacy Policy. If you do not agree, you may not use the Platform.

Consent to Electronic Communications

By accessing or using the Platform, you consent to receive all agreements, notices, disclosures, and other communications from Ottri electronically, including via email, through the Platform interface, or by posting on the Ottri website. You acknowledge that this consent satisfies any legal requirement that such communications be in writing. You have the right to receive any required disclosure in paper form by contacting support@ottri.com or by writing to Ottri at 110 E Broward Blvd, Suite 1580, Fort Lauderdale, FL 33301. You may withdraw your consent to receive electronic communications at any time by contacting support@ottri.com; however, withdrawal of consent may limit your ability to use the Platform. To access and retain electronic communications, you need a device with an internet connection and a current web browser that supports TLS 1.2 or higher.

Definitions

• Consumer means an individual who interacts with an Ottri-powered financing experience, including to request, check, or proceed with financing options through a Merchant or participating Lender.
• Lender means an independent financial institution or financing provider offering financing products.
• Merchant means a business authorized to use the Platform to facilitate financing opportunities for its customers.
• Partner means a business authorized to access or integrate with the Platform for referral, distribution, or other business partnership purposes.
• Personal Information has the meaning set forth in the Privacy Policy.
• User means any person or entity accessing or using the Platform, including Merchants, Partners, Lenders, their authorized personnel, Consumers, and website visitors.

Platform Role and Structure

Ottri is a technology platform that enables connections between Merchants, Consumers, Partners, and independent Lenders.

Ottri may perform initial matching and routing checks using information provided through the Platform and, where authorized by the Consumer, consumer report information obtained by Ottri Global LLC.

Ottri does not:

• originate, underwrite, fund, or service loans;
• make final credit decisions;
• approve or deny loans;
• set APRs, fees, or final loan terms;
• guarantee approval, pricing, funding, or loan availability.

All final credit decisions, approvals, denials, loan terms, APRs, fees, funding decisions, and servicing obligations are determined solely by participating Lenders.

Information Sharing Between Platform Participants

When a Merchant is referred to the Platform by a Partner, Ottri may share certain Merchant business information with that Partner to support the referral relationship, as described in the "How We Share Information" section of the Privacy Policy. Sensitive financial, identity, verification, and banking data are never shared with Partners. If Merchant does not agree to this information sharing, Merchant may stop using the Platform and terminate this Agreement before the effective date of such terms.

Authorized Use by User Type

Business users, including Merchants, Partners, Lenders, and their authorized personnel, may access and use the Platform only for authorized business purposes and only as permitted by Ottri, applicable agreements, and applicable law.

Consumers may access and use Ottri-powered financing experiences only for personal, household, or consumer financing purposes and only to submit accurate information, review available financing options, and proceed with a financing request through participating Lenders.

You agree not to:

• reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit Platform content except as needed to access and use the Platform as permitted;
• use automated means, including robots, scrapers, crawlers, or data mining tools, to access, collect, or extract data from the Platform;
• reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying technology of the Platform;
• interfere with, disrupt, or attempt to gain unauthorized access to the Platform, its servers, or connected systems;
• submit false, misleading, incomplete, or fraudulent information through the Platform;
• use the Platform for any unlawful purpose or in violation of applicable law;
• circumvent, disable, or interfere with security or access-control features;
• transmit malware, viruses, or harmful code;
• sublicense, resell, or make the Platform available to unauthorized third parties.

Merchants, Partners, and Lenders are responsible for all actions taken by their authorized users.

Consumer Financing Experiences

Consumers may use the Platform to submit information for the purpose of being matched with potential financing options from participating Lenders.

Consumer financing results shown through the Platform are preliminary and conditional. They do not guarantee approval, final terms, APR, funding, or loan availability.

If a Consumer chooses to proceed with a financing option, the Consumer may be redirected to or presented with a Lender-attributed experience. That Lender may require additional information, disclosures, consents, credit review, underwriting, or application steps.

Any loan agreement is a separate contract between the Consumer and the issuing Lender. Ottri is not a party to the Consumer’s loan agreement and does not service the loan.

Consumer E-Sign Agreement

By using an Ottri-powered consumer financing experience, you consent to receive disclosures, notices, agreements, authorizations, records, and other communications electronically in connection with your financing request, your use of the Platform, and communications from Ottri, participating Lenders, and service providers involved in your request.

Electronic records may be provided on Ottri’s website, on a Lender’s website, by email, through the application flow, or through other electronic methods.

You agree that your electronic signatures, checkbox selections, click actions, and other electronic actions have the same legal effect as handwritten signatures.

To access and retain electronic records, you must have a device with internet access, a current web browser, an active email account, and the ability to download, save, or print documents, including PDF files. You may also need a PDF reader.

You may request paper copies or withdraw your consent to electronic records by contacting support@ottri.com. If you are matched with or accept an offer from a Lender, you may also need to contact that Lender directly for records relating to that Lender. Ottri does not charge a fee to withdraw consent or request a paper copy. If a Lender charges any fee for paper copies, that Lender will disclose it separately.

Your consent applies to your financing request and related records and communications. Withdrawing consent may delay, limit, or prevent processing of your request, application, or loan. You agree to keep your contact information current and may update it by contacting support@ottri.com or, once matched, your Lender directly.

Consumer Credit Authorization

By using an Ottri-powered consumer financing experience and providing your authorization, you provide written instructions authorizing Ottri Global LLC, participating Lenders, and their service providers to obtain and use consumer report information and related data from one or more consumer reporting agencies, including TransUnion, Experian, Equifax, and other sources, as permitted by law.

Ottri Global LLC may use this information to verify your identity, perform fraud-prevention checks, perform initial matching and routing checks, support lender-routing calculations, and match you with available financing options.

Participating Lenders and their service providers may use this information to evaluate your request, make pre-qualification or credit determinations, process your application, and service any resulting account.

The initial Ottri check may involve a soft credit inquiry that will not impact your credit score. Some participating Lenders may also conduct their own soft credit inquiry. If you choose to proceed with a financing offer or submit an application to a Lender, that Lender may obtain a hard credit inquiry, which may affect your credit score.

Consumer Privacy and Data Sharing

Consumer personal information is collected, used, and shared as described in the Ottri Privacy Policy.

Ottri may share loan-related status, financing outcome, funding status, lender/product status, and project-related information with the referring Merchant and its service providers in connection with the Consumer’s project and financing request.

Ottri does not share a Consumer’s full consumer report or full Social Security number with the referring Merchant. Other information may be shared only as described in the Privacy Policy and as permitted by law.

If a Consumer is matched with or accepts an offer from a Lender, that Lender’s privacy policy may also apply.

State Notices

California Residents. If you are married, you may apply for a separate account. Ottri connects you with independent participating lenders but does not make loans or final credit decisions.

New York Residents. A consumer report may be requested in connection with your financing request. Upon request, you will be informed whether a consumer report was requested and, if so, the name and address of the consumer reporting agency that furnished the report.

Ohio Residents. The Ohio laws against discrimination require that all creditors make credit equally available to all creditworthy customers, and that credit reporting agencies maintain separate credit histories on each individual upon request. The Ohio Civil Rights Commission administers compliance with this law.

Wisconsin Residents. No provision of a marital property agreement, unilateral statement, or court decree adversely affects the interest of the creditor unless the creditor is furnished a copy of the agreement, statement, or decree before credit is granted or has actual knowledge of the adverse provision when the obligation is incurred.

SMS and Text Messaging Consent

This section describes Ottri’s SMS program for business users and certain Platform communications. Consumer-facing SMS or text messaging in an Ottri-powered financing experience is governed by the consent presented at the point where the Consumer provides a phone number.

By providing a mobile phone number to Ottri as a business user, you expressly consent to receive recurring text messages from Ottri at the number provided. Messages may include account notifications, customer support communications, platform lifecycle messages, and marketing or promotional messages about the Platform. Message frequency varies. Message and data rates may apply.

If you provide a mobile phone number through a consumer financing request, the consent captured at that point governs application-related calls and text messages from Ottri, participating Lenders, and applicable service providers.

Consent to receive SMS messages is not a condition of purchasing goods or services or obtaining financing. You may opt out at any time by replying STOP to any message, replying HELP for assistance, or contacting support@ottri.com.

Ottri does not sell mobile phone numbers or SMS opt-in data. Ottri does not share SMS opt-in data with third parties for their independent marketing purposes. Mobile phone numbers may be shared with service providers who process data on Ottri’s behalf, and as otherwise described in the Ottri Privacy Policy.

Carriers are not liable for delayed or undelivered messages.

Offer-Check and Financing Options

The Platform may enable Consumers to check whether they may be eligible to receive financing options from participating Lenders.

With appropriate Consumer consent, Ottri Global LLC may perform initial matching and routing checks using information provided by the Consumer and consumer report information.

Any offer-check, matching, routing, or financing-option result is preliminary and conditional. Ottri does not originate, fund, service, approve, or deny loans, set APRs, or determine final loan terms. Participating Lenders perform independent evaluations and determine all approvals, denials, final terms, APRs, funding, and loan availability.

Ottri does not represent that any Consumer is approved, pre-approved, or guaranteed to receive financing.

Merchant, Partner, and Lender Representations

Merchants, Partners, and Lenders represent and warrant that:

• they have authority to access and use the Platform;
• any information they submit to the Platform is accurate and submitted for a lawful purpose;
• they will use consumer information only as permitted by law, contract, and applicable consumer authorizations;
• they will not use the Platform for employment, housing, insurance, marketing, profiling, or any non-permitted purpose;
• they will comply with all applicable laws, regulations, lender requirements, and Ottri policies.

Ottri may rely on these representations without independent verification.

Data Handling and Security

Ottri uses commercially reasonable administrative, technical, and physical safeguards designed to protect information, including encryption in transit and encryption at rest where appropriate.

Ottri does not guarantee that the Platform will be error-free, uninterrupted, or completely secure.

Third-Party Services and Lender Content

The Platform integrates with third-party services and Lender systems.

Ottri does not control and is not responsible for:

• Lender underwriting decisions, disclosures, or funding
• third-party systems, availability, or content
• errors or outages caused by third-party services

Third-party terms may apply to certain services.

Account Security and Credentials

Merchants, Partners, and Lenders are responsible for:

• maintaining the confidentiality of access credentials
• restricting access to authorized Users
• all activity conducted through their accounts

Ottri may suspend or restrict access for any reason, including if account misuse, security risk, or compliance concerns arise.

Suspension and Termination

Termination by Ottri

Ottri may terminate or suspend access to the Platform:

• for violations of these Terms, effective immediately upon written notice
• to address security, fraud, or compliance risk, effective immediately upon written notice
• to comply with legal or Lender requirements, effective immediately upon written notice
• for convenience, upon 30 days' prior written notice

Termination by You

You may terminate your use of the Platform at any time by providing written notice to support@ottri.com. Termination is effective upon Ottri's confirmation or 15 days after notice, whichever is earlier.

Effect of Termination. Upon termination:

• access to the Platform will cease
• Ottri may retain records as required by law, regulation, or operational need
• you may request a copy of your data in accordance with the User Content and Data Rights section and the Privacy Policy.

Sections relating to intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution, user content and data ownership, and survival shall survive termination.

Disclaimer of Warranties

The Platform is provided “as is” and “as available.”

Ottri disclaims all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, and availability.

Ottri does not warrant that:

• the Platform will be uninterrupted or error-free
• prequalification or offer-check results will lead to approval
• data or routing outputs will meet any particular requirement

Limitation of Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF OTTRI AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE GREATER OF $100.00 OR THE TOTAL AMOUNT PAID TO OTTRI IN THE LAST 30 DAYS OUT OF WHICH LIABILITY AROSE.

The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless Ottri, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Service or your use of the Platform, including, but not limited to any use of the Platform’s content, services, and products other than as expressly authorized in these Terms of Service, or your use of any information obtained from the Platform.

Intellectual Property

All Platform software, interfaces, logic, and content are owned by Ottri or its licensors.

You receive a limited, revocable, non-transferable license to use the Platform only for the authorized purposes permitted by these Terms.

User Content and Data Rights

Merchants, Partners, and Lenders retain ownership of business information, transaction records, and other business data they submit to the Platform, subject to Ottri’s rights to process that information as described in these Terms, the Privacy Policy, and applicable agreements.

Consumers retain any privacy rights they have under applicable law with respect to their personal information. Nothing in these Terms limits a Consumer’s non-waivable rights under applicable privacy, consumer protection, credit reporting, or financial services laws.

By submitting information to the Platform, you grant Ottri a limited, non-exclusive, royalty-free license to use, process, store, transmit, and share that information as necessary to operate the Platform, facilitate matching and routing, process financing requests, fulfill compliance obligations, prevent fraud, maintain security, provide services, and as otherwise described in the Privacy Policy.

Ottri may use aggregated or de-identified data for analytics, security, compliance, and platform improvement. Such data does not identify individuals or businesses.

Ottri retains records as required by applicable law, regulatory record-retention obligations, operational needs, and contractual commitments.

Notices

Notices to Ottri must be sent to:

Email: support@ottri.com

Mailing Address: 110 E Broward Blvd, Suite 1580, Fort Lauderdale, FL 33301

Electronic notices are deemed received when sent.

Ottri may deliver notices to you electronically via the email address associated with your account, through the Platform interface, or by posting on the Ottri website.

Assignment

You may not assign these Terms without Ottri’s prior written consent.

Ottri may assign these Terms without restriction, including in connection with a merger, acquisition, reorganization, or financing.

Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware.

The parties to this Agreement agree to arbitrate all disputes and claims (“claims”) arising out of or relating to this Agreement, including the validity of this clause, at the request of any party. However, any party may seek to resolve a claim by filing an action on an individual basis in small claims court if the small claims court has jurisdiction to hear the claim. If the small claims court loses jurisdiction over the claim and/or if the claim is appealed out of small claims court, the parties agree that the claim will be arbitrated at the request of any party. If any party to this Agreement seeks to have a dispute settled by arbitration, that party must first send to all other parties, by certified mail, a written Notice of Intent to Arbitrate. Such party may then commence an arbitration proceeding before a single neutral arbitrator from the American Arbitration Association (“AAA”) (www.adr.org) or The Forum (www.adrforum.com). Arbitration rules for these organizations are available on their websites. Ottri will promptly reimburse the applicable User the amount by which any arbitration filing fee exceeds the amount required to file a lawsuit in federal court. If the arbitrator finds that the claims are frivolous or brought for the purpose of harassment, the arbitrator may award the responding party its arbitration fees. The parties agree that, by entering into this Agreement, they are waiving the right to trial by jury. Any party to this Agreement may bring claims against any other party only in their individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. Further, all parties to this Agreement agree that the arbitrator may not consolidate proceedings for more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding, and that if this specific provision dealing with the prohibition on consolidated, class, or aggregated claims is found unenforceable, then the entirety of this arbitration clause shall be null and void. However, if a claim seeks public injunctive relief and a court determines that the restriction on consolidated, class, or aggregated claims is unenforceable with respect to such claim, the parties agree that the claim for public injunctive relief will be determined by the court only after any individual claims for monetary relief are arbitrated and all appeals have been exhausted. This agreement to arbitrate is governed by the Federal Arbitration Act (“FAA”) and not by any state law regulating the arbitration of disputes. Within 30 days of first accepting these Terms, you may opt out of this arbitration agreement by sending written notice to legal@ottri.com or to the mailing address above. Opting out will not affect any other provision of these Terms. This agreement is final and binding except to the extent that an appeal may be made under the FAA. Any arbitration decision rendered pursuant to this arbitration agreement may be enforced in any court with jurisdiction. The terms “disputes” and “claims” shall have the broadest possible meaning. EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY.

Ottri may seek injunctive or equitable relief to protect its rights.

Severability and Survival

If any provision is unenforceable, the remaining provisions remain in effect.

Sections intended to survive termination shall survive.

Entire Agreement

These Terms, together with the Privacy Policy, any consumer-facing authorizations or disclosures presented in an Ottri-powered financing experience, and any applicable schedules, addenda, or written agreements, constitute the agreement between you and Ottri with respect to your use of the Platform.

For Merchants, Partners, and Lenders, separate written agreements may also apply. If there is a conflict between these Terms and a signed written agreement between Ottri and a Merchant, Partner, or Lender, the signed written agreement controls for that relationship.

For Consumers, any Lender disclosures, loan agreements, privacy policies, or other terms provided by a participating Lender apply separately to that Lender’s products and services.

Force Majeure

Neither party shall be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, war, terrorism, labor disputes, government actions, power failures, internet or telecommunications failures, cyberattacks, or failures of third-party service providers. The affected party shall provide prompt notice and use commercially reasonable efforts to resume performance.

Privacy Rights

Residents of U.S. states with comprehensive privacy laws have rights regarding their personal information, including the right to access, correct, delete, and opt out of certain processing activities. For a complete description of your privacy rights and how to exercise them, see the Ottri Privacy Policy, including the State Privacy Supplement.

To exercise any privacy right, contact: privacy@ottri.com or (800) 809-0011.

Changes to These Terms

Ottri may update these Terms from time to time. Continued use of the Platform constitutes acceptance of updated Terms.