forvue.io
LEGAL DOCUMENT

Terms of Service

Version 3.2  ·  Effective July 9, 2026
Wise Capital, LLC  ·  Louisville, Kentucky

PLEASE READ CAREFULLY. By clicking "I Accept" on the platform, you agree to be bound by these Terms.
WHAT CHANGED IN v3.2 (July 2026): Section 3.1 now describes all three service tiers (Self-Serve at $2.50/unit/month, Assisted at $4.50/unit/month, and Enterprise custom pricing for portfolios of 500+ units) rather than a single flat rate. New Section 3.10 governs promotional discounts, referral rewards, and win-back credits (no cash value, revocable for abuse, non-stacking, Enterprise tier ineligible to receive). Section 4.7 was expanded to list DigitalOcean Managed PostgreSQL Databases and Google LLC Places API as sub-processors. Section 6.2 now discloses the per-IP (120/min) and per-user (60/min) middleware rate limits in addition to the daily per-partner quota. New Section 11.7 addresses non-account tenant use of Diagnostic Share Links, including the notice-and-consent posture and operator representations. The Section 4.7 mobile non-sharing commitment (already introduced in v3.1) and the SMS Communications provisions in Section 11.6 remain unchanged.
AMENDED JULY 9, 2026 (v3.2 corrigendum, non-substantive): Section 5.1 (Trade Secrets) revised to remove specific parameter counts and values that had been inadvertently disclosed in the description of protected categories; the categories themselves remain identified with the same particularity for enforcement purposes. Section 8.4 revised on the same basis. Section 1.13 and Section 5.4 report naming aligned to platform terminology ("Predictive Capital Needs Projection" instead of "HUD Capital Needs Assessment Report") — the underlying report and its content are unchanged. Section 6.6 (Sandbox Mode) rewritten to describe the sandbox feature that actually exists in the Platform (read-only, filters to demo properties, composes with owner scoping); the prior version described a feature that had not yet been implemented. Section 6.5 idempotency endpoint path notation aligned to OpenAPI convention. Section 11.5 (Surviving Sections) updated to include Section 3.10 (promotion clawback) and Section 11.7 (non-account user representations). None of these corrections alter operator rights or obligations; no re-acceptance is required under Section 13.2.

TABLE OF CONTENTS

1

Definitions


For purposes of these Terms of Service, the following capitalized terms shall have the meanings set forth below:

1.1 "Platform" means the ForVue predictive maintenance intelligence platform, including the website at platform.investwisecap.com, mobile-responsive interfaces, all software components, the Knowledge Base, the Scoring Engine, all APIs, and any related materials provided by Wise Capital.

1.2 "Service" means the predictive maintenance, risk scoring, reporting, alerting, and ancillary services provided through the Platform under an active subscription.

1.3 "Operator" means an individual or legal entity that has registered for an account, accepted these Terms, and maintains an active subscription. References to "you" or "your" mean the Operator.

1.4 "Wise Capital" means Wise Capital, LLC, a Kentucky limited liability company with its principal place of business in Louisville, Kentucky. References to "we," "us," and "our" mean Wise Capital.

1.5 "Property Data" means information you submit about your real estate, including property addresses, unit counts, appliance inventories, brand and model numbers, install years, service event records, photos, and notes.

1.6 "Scoring Data" means the outputs of the ForVue scoring algorithm, including risk scores, risk tiers (CRITICAL, WARNING, GOOD), confidence intervals, projected failure ranges, priority scores, cascade multipliers, seasonal multipliers, and all derived computations.

1.7 "Validation Data" means the records automatically captured each time a Replacement or Emergency Repair service event is logged, including the predicted risk score at the time of failure, the projected failure year, the actual failure year, the prediction error, the appliance type, the brand, the brand tier, and the costs involved.

1.8 "ROI Data" means the records automatically captured each time proactive maintenance (Preventive Maintenance, Inspection, Filter Change, or Cleaning) is logged on a component classified as CRITICAL or WARNING, including the proactive cost, the avoided reactive cost, and the calculated net savings.

1.9 "Aggregated Data" means anonymized and de-identified data derived from the Platform's collective use across all Operators, used to improve algorithm accuracy, calibrate likelihood ratios, and feed the portfolio correlation factor.

1.10 "Insurance Claims Data" means records of insurance claims associated with a property, whether entered manually by an Operator or imported via API by an authorized API Partner, including claim type, date of loss, claim number, carrier, amount paid, and description.

1.11 "Knowledge Base" means the proprietary database of appliance types, components, Weibull parameters, brand-tier multipliers, environmental degradation factors, cascade rules, Bayesian observations, insurance claim mappings, and compliance schedules used by the Platform's scoring engine.

1.12 "API Partner" means an organization (such as a property management company, insurance carrier, lender, or IoT sensor provider) that has been granted authenticated programmatic access to the Platform under separate API partnership terms.

1.13 "Reports" means the bank origination reports, insurance policy inception reports, Predictive Capital Needs Projections, deal analysis reports, portfolio action reports, single-appliance action reports, and any other formatted documents generated by the Platform.

2

Account Registration and Access


2.1 Eligibility

You must be at least eighteen (18) years of age and have the legal authority to bind yourself and any organization on whose behalf you register. By creating an account, you represent and warrant that you meet these eligibility requirements.

2.2 Account Information

You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete. You are solely responsible for maintaining the accuracy of your account data.

2.3 Account Security

You are responsible for safeguarding your username, password, and any API credentials issued to you. You agree to notify Wise Capital immediately of any unauthorized access or security breach. Wise Capital is not liable for any loss or damage arising from your failure to protect your credentials.

2.4 Acceptance of Terms

By clicking "I Accept" during account creation or at any point when these Terms are presented, you signify your binding acceptance of these Terms and any incorporated policies. If you do not accept these Terms, you must not use the Platform. Wise Capital may require re-acceptance upon material updates to these Terms in accordance with Section 13.2.

2.5 Sub-Users

An Operator account may create sub-user accounts for its team members under the following role classifications: Owner, Manager, Technician, and ReadOnly. The Operator (parent account) is responsible for the conduct, access, and compliance of all sub-users created under the parent account. All actions taken by sub-users are deemed actions of the Operator. The Operator may revoke sub-user access at any time through the Team Management interface.

2.6 Access Restrictions

Access to the Platform requires (a) an active subscription in good standing, (b) acceptance of the then-current Terms of Service, and (c) compliance with the Acceptable Use provisions in Section 7. Wise Capital may suspend or restrict access at any time for failure to comply with any of the foregoing.

3

Subscription and Billing


3.1 Service Tiers and Fees

The Service is offered on a metered subscription basis under one of three tiers, selected at signup and modifiable thereafter subject to Wise Capital's approval:

For the Self-Serve and Assisted tiers, "unit" refers to a residential rental unit declared on a property record. Fees are calculated using the greater of (a) the unit count declared at signup or (b) the actual unit count present in your active properties. Daily metering is reported to Stripe at 11:00 PM UTC each day.

Wise Capital may modify per-unit rates for the Self-Serve and Assisted tiers upon thirty (30) days' notice; Enterprise rates are governed by the applicable written agreement and are not subject to unilateral modification during the agreement term. Rate changes do not apply retroactively to periods already billed.

3.2 Payment Processor

All payments are processed through Stripe, Inc. By subscribing, you authorize Wise Capital to charge the payment method on file via Stripe in accordance with the metered billing schedule. Stripe's terms of service apply to all payment processing and are incorporated by reference. Wise Capital does not store your full payment card information; only a Stripe customer identifier is retained.

3.3 Daily Unit Reporting

Each day at 11:00 PM UTC, the Platform reports the total number of declared rental units across your portfolio to Stripe as a metered usage event. The reported quantity equals the greater of (a) the unit count declared during signup, or (b) the actual unit count present in your active properties. This ensures you are never charged less than your committed minimum.

3.4 Demo Units Excluded

Properties marked as demo properties (is_demo: true) are excluded from billing calculations. Demo properties are intended solely for evaluation, training, and partner testing purposes.

3.5 Cancellation

You may cancel your subscription at any time through the Stripe Customer Portal accessible via the Settings page. Cancellation takes effect at the end of the current billing period. Wise Capital does not provide prorated refunds for partial billing periods. Upon cancellation, your data is retained for ninety (90) days as described in Section 11.

3.6 Standalone Bank Reports

The Platform offers standalone bank origination reports at a rate of $499 per property report, available without a recurring subscription. These reports include the same Weibull-Bayesian risk analysis, condition score, replacement cost valuation, and reserve recommendations as the subscription product, packaged for single-property due diligence.

3.7 HUD-Subsidized Housing Operator Pricing

Custom pricing is available for operators of HUD-subsidized housing (Section 8 landlords, RAD participants, project-based subsidy owners, USDA Rural Development operators) who need bulk reports across larger portfolios. Contact wise@investwisecap.com for portfolio pricing. The Platform serves private operators of HUD-subsidized housing; the Platform is not sold to HUD, Public Housing Authorities, or other government agencies as a vendor.

3.8 Taxes

All fees are exclusive of applicable sales, use, value-added, or similar taxes. You are responsible for any such taxes assessed on your subscription, except for taxes based on Wise Capital's net income.

3.9 Late Payment

If a payment fails, Stripe will attempt automatic retry per its standard schedule. If the payment remains unpaid for seven (7) consecutive days, your account may be suspended and your subscription marked inactive until the balance is brought current.

3.10 Promotional Discounts, Credits, and Referrals

Wise Capital may from time to time offer promotional discounts, account credits, or referral rewards ("Promotions"), including but not limited to retention discounts offered at cancellation, win-back discounts offered after cancellation, and multi-tier referral rewards earned when a party you refer becomes a paying subscriber. All Promotions are subject to the following terms:

4

Data Ownership, Rights, and Automated Data Collection


4.1 Your Property Data

You retain full ownership of all Property Data you submit to the Platform. By submitting Property Data, you grant Wise Capital a worldwide, non-exclusive, royalty-free license to host, process, analyze, and display such data solely for the purpose of providing the Service to you and operating the Platform in accordance with these Terms. This license terminates when your data is deleted in accordance with Section 11.

4.2 Scoring Data

All Scoring Data — including risk scores, risk tiers, confidence intervals, projected failure ranges, priority scores, and all derivative computations produced by the Platform's scoring engine — is the exclusive property of Wise Capital. Scoring Data is protected by U.S. patent (Application No. 64/032,704), copyright (Registration No. 1-15133941321), and the federal Defend Trade Secrets Act (DTSA), 18 U.S.C. § 1836 et seq.

You are granted a perpetual, non-exclusive license to view, use, and reference your own Scoring Data for your internal property maintenance and asset management purposes, subject to the restrictions in Section 5.3.

4.3 Validation Data — Automatic Collection

ℹ️ Automatic Data Collection — What ForVue Records
When you log a Replacement or Emergency Repair, ForVue automatically captures what we predicted vs what actually happened — including the risk score at the time of failure, how many years our prediction was off by, the appliance's age, brand, and tier. This is how the Platform proves and improves its accuracy over time.

Each time a service event of type "Replacement" or "Emergency Repair" is logged on a component, the Platform shall automatically create a Validation Data record capturing the prediction state at that moment. You acknowledge and consent to this automatic collection. Validation Data is owned by Wise Capital and used to (a) report aggregate accuracy metrics, (b) calibrate scoring algorithm parameters, and (c) feed the portfolio correlation factor described in Section 4.5.

Wise Capital may publish aggregate accuracy statistics derived from Validation Data (e.g., "ForVue achieves X% prediction accuracy across N validated failures") provided that no individual Operator, property, or unit is identifiable in such publications.

4.4 ROI Data — Automatic Collection

ℹ️ Automatic Data Collection — What ForVue Records
When you do proactive maintenance on a CRITICAL or WARNING component, ForVue automatically records what you spent vs what an emergency repair would have cost. This builds your provable savings history.

Each time a service event of type "Preventive Maintenance," "Inspection," "Filter Change," or "Cleaning" is logged on a component classified as CRITICAL or WARNING, the Platform shall automatically create an ROI Data record capturing the proactive cost, the avoided reactive cost (per the Knowledge Base), and the calculated net savings. You acknowledge and consent to this automatic collection. ROI Data is shared between you and Wise Capital: you may view, export, and reference your own ROI Data freely; Wise Capital may use anonymized ROI Data in aggregate marketing claims and platform statistics.

4.5 Aggregated Data and Portfolio Correlation

ℹ️ Portfolio Correlation — How It Works
When a confirmed failure happens on one property, ForVue uses that signal to slightly elevate risk scores for similar unfailed components on other properties — making the platform smarter for everyone over time.

You acknowledge that Validation Data and ROI Data feed into the Platform's portfolio correlation factor, which applies a Bayesian likelihood-ratio adjustment to risk scores of components that share an appliance type and install year cohort with confirmed failures elsewhere on the Platform. This cross-portfolio learning is a core feature of the Service and a material consideration in Wise Capital's continued investment in algorithm accuracy.

You grant Wise Capital a perpetual, irrevocable, royalty-free license to use Aggregated Data — meaning data that has been anonymized and de-identified such that no specific Operator, property, address, or unit can be identified — for any purpose, including but not limited to algorithm training, accuracy reporting, marketing claims, partner integrations, and academic research.

4.6 Insurance Claims Data

If you submit Insurance Claims Data — whether manually through the platform interface or via authorized API Partner integration — you represent and warrant that:

Insurance Claims Data is treated with the same security as Property Data. Insurance Claims Data feeds into the scoring engine via the Bayesian likelihood-ratio update described in the Knowledge Base. You agree to indemnify Wise Capital for any third-party claim arising from your submission of Insurance Claims Data, as further provided in Section 9.

4.7 No Third-Party Data Sharing

We do not share, sell, or otherwise provide your mobile phone number or messaging consent information to any third parties or affiliates for marketing or promotional purposes. Mobile phone numbers and SMS opt-in consent data are collected and used solely to deliver the transactional notifications you enabled in your account settings. This restriction on mobile-opt-in data applies under all circumstances and cannot be overridden by any other section of these Terms or by the exceptions listed below.

Wise Capital also does not sell, rent, or share your Property Data, Validation Data, ROI Data, or Insurance Claims Data with third parties for marketing or advertising purposes. The following limited operational exceptions apply. None of these exceptions permit any use of mobile phone numbers or SMS consent data for marketing, promotional, or affiliate purposes:

If any statement elsewhere in these Terms appears to conflict with the mobile-information non-sharing commitment above, the non-sharing commitment controls. This Section 4.7 is intended to be, and shall be read as, consistent with Section 3 of ForVue's Privacy Policy at https://platform.investwisecap.com/privacy.html.

4.8 Data Export

You may export all your Property Data, Scoring Data outputs, ROI Data, and service history at any time through the Export Data interface in the Platform (CSV and JSON formats), or by emailing wise@investwisecap.com to request a data export package. Data exports are typically delivered within five (5) business days.

5

Intellectual Property


5.1 Platform Intellectual Property

The Platform, including but not limited to the scoring algorithm, Knowledge Base, user interface, APIs, Reports, documentation, and all underlying code, constitutes the exclusive intellectual property of Wise Capital and is protected by the following:

5.2 License Grant

Subject to your compliance with these Terms and payment of all applicable fees, Wise Capital grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform during the term of your subscription solely for your internal property maintenance and asset management operations.

5.3 Restrictions

You shall not, and shall not permit any third party to:

5.4 Reports and Outputs

Reports generated by the Platform (Bank Origination Reports, Insurance Policy Inception Reports, Predictive Capital Needs Projections, Deal Analysis Reports, Portfolio Action Reports, Single-Appliance Action Reports) may be shared with lenders, insurance carriers, government agencies, and prospective buyers for their intended business purpose. When sharing Reports, the ForVue branding, patent notice, and methodology citation must remain intact and may not be removed or obscured. You may not represent the Reports as your own work product or remove attribution to Wise Capital and the ForVue platform.

6

API Partner Terms


This section applies to organizations granted authenticated programmatic access to the Platform via the ForVue Partner API (v1). API Partners must also comply with all other sections of these Terms.

6.1 Access Grant

API access is granted at Wise Capital's sole discretion. Each API Partner receives a unique API key (prefixed fv_live_) and, optionally, OAuth 2.0 client credentials (client_id and client_secret). API access may be revoked at any time for violation of these Terms or at Wise Capital's discretion with thirty (30) days' written notice.

6.2 Rate Limits

Each API Partner is subject to a daily rate limit, defaulting to 1,000 API calls per 24-hour period (midnight UTC to midnight UTC). Custom limits may be negotiated. Rate limit status is communicated via response headers on every API call:

Exceeding the rate limit results in HTTP 429 (Too Many Requests). The Partner must implement backoff logic and must not attempt to circumvent rate limits through key rotation, IP rotation, or parallel requests exceeding the stated limit.

In addition to the per-partner daily quota, all requests to the Platform (whether authenticated through the API Partner Framework or not) are subject to two additional rate limits enforced at the transport layer: (a) one hundred twenty (120) requests per minute per source IP address, and (b) sixty (60) requests per minute per authenticated user or partner. Requests exceeding either limit receive an HTTP 429 response and are not counted toward the daily quota. Both limits are subject to change without notice; they exist to protect Platform availability and are not intended as a substitute for a properly sized commercial rate limit.

6.3 Authentication

API Partners may authenticate via (a) a static API key passed in the X-Api-Key header, or (b) an OAuth 2.0 bearer token obtained via the client credentials flow at POST /oauth/token. OAuth tokens expire after 3,600 seconds (1 hour) and must be refreshed via a new token request. API keys do not expire but may be rotated by a Wise Capital administrator at any time. Partners should design their integration to handle key rotation gracefully (HTTP 401 → re-authenticate).

6.4 Webhook Obligations

If a webhook URL is configured, the Partner agrees to:

6.5 Idempotency

Write endpoints (POST /v1/properties, POST /v1/appliances, POST /v1/appliances/bulk, POST /v1/meter-event, POST /v1/service-events/bulk, POST /v1/property/{id}/claims) support an Idempotency-Key request header. Responses are cached for twenty-four (24) hours. The Partner is responsible for generating unique, non-reusable idempotency keys for each distinct operation. If the same key is sent with different request bodies, the cached response from the first use is returned regardless.

6.6 Sandbox Mode

API Partners may append ?sandbox=true to any read endpoint under /v1 to restrict the response to demo-property data (records where is_demo is true). Sandbox mode is authenticated with the same API key or OAuth bearer token as production, is subject to the same rate limits, and returns the same response shape as production. Only the record set differs. Sandbox mode composes with owner scoping: a Partner whose credentials are scoped to a specific Operator sees only that Operator's demo data in sandbox, not the Platform's demo pool at large.

Sandbox mode is read-only. Any write endpoint under /v1 invoked with ?sandbox=true is rejected with HTTP 400 and error code sandbox_write_forbidden. Partners seeking to seed test data must do so through the Operator-facing demo helper (POST /onboarding/demo-property, operator authentication) or by admin request, then integrate against sandbox reads. Partners must not use sandbox mode to circumvent billing, access restrictions, or the write-safety guarantees of production endpoints.

6.7 Insurance Claims via API

API Partners that import Insurance Claims Data via POST /v1/property/{id}/claims represent and warrant, on behalf of themselves and the originating insured, that:

6.8 Data Use Restrictions

API Partners shall not:

6.9 No Competitive Use

IMPORTANT: No API Partner, its affiliates, or any entity under common ownership or control may use access to the Platform, its data, its methodology, or any knowledge gained through the API partnership to develop, market, sell, or operate a product or service that competes with ForVue's predictive maintenance intelligence capabilities. This restriction survives termination for a period of two (2) years.

6.10 API Partner Termination

Wise Capital may terminate an API Partner's access:

Upon termination, the API Partner must delete all data obtained from the Platform within thirty (30) calendar days and certify in writing that deletion has been completed. Failure to certify deletion constitutes a material breach subject to the remedies in Section 9.

7

Acceptable Use


You agree not to:

Violation of any Acceptable Use provision may result in immediate suspension or termination of your account without notice, in addition to any other remedies available to Wise Capital.

8

Disclaimers and Limitations


8.1 Not Professional Advice

IMPORTANT DISCLAIMER THE PLATFORM PROVIDES PREDICTIVE MAINTENANCE INTELLIGENCE BASED ON STATISTICAL MODELING. IT DOES NOT PROVIDE, AND SHOULD NOT BE RELIED UPON AS, PROFESSIONAL ENGINEERING, ARCHITECTURAL, LEGAL, INSURANCE, ACTUARIAL, FINANCIAL, OR TAX ADVICE. ALL PROPERTY MAINTENANCE DECISIONS, CAPITAL EXPENDITURE DECISIONS, AND FINANCIAL DECISIONS REMAIN YOUR SOLE RESPONSIBILITY. YOU SHOULD CONSULT QUALIFIED PROFESSIONALS IN THE RELEVANT FIELD BEFORE MAKING DECISIONS BASED ON PLATFORM OUTPUTS.

8.2 No Warranty

WARRANTY DISCLAIMER THE PLATFORM AND ALL SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, RELIABILITY, AND NON-INFRINGEMENT. WISE CAPITAL DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

8.3 Algorithm Accuracy

The ForVue scoring engine produces statistical probabilities, not guarantees. Risk scores represent the estimated cumulative probability of component failure based on the Weibull survival function, calibrated against ASHRAE, HUD, NAHB, and manufacturer data. Actual component failure may occur earlier or later than predicted due to variables not captured by the model, including but not limited to: unreported damage, tenant misuse, installation defects, manufacturing defects, Acts of God, and environmental conditions not reflected in the EDI index.

Confidence intervals (HIGH, MEDIUM, LOW) and projected failure ranges are provided as supplementary indicators of data quality and should be interpreted accordingly.

8.4 Insurance Claims Scoring

The Platform's integration of Insurance Claims Data into risk scoring via Bayesian likelihood-ratio updates is a probabilistic signal enhancement, not an actuarial analysis. Claim-based scoring adjustments apply intentionally conservative likelihood ratios subject to a linear recency decay. This feature does not replace, and is not a substitute for, professional actuarial assessment, insurance underwriting, or loss control engineering.

8.5 HUD-Subsidized Housing Reports

Capital Needs Assessment and predictive NSPIRE reports generated by the Platform are operator-facing planning tools that draw on HUD-published inspection criteria (current NSPIRE standards under 24 CFR Part 5) and capital-needs frameworks. These reports are NOT a substitute for an official HUD-administered NSPIRE inspection or a HUD-certified Capital Needs Assessment performed by a licensed third party. The Platform's condition scoring maps to NSPIRE health-and-safety severity tiers but is not certified or endorsed by HUD or any federal agency. Operators of HUD-subsidized housing should verify that ForVue reports meet the specific submission or planning requirements of their HUD field office, asset-management contractor, or housing finance agency. The Platform serves private operators; the Platform is not sold to HUD or PHAs as a government vendor.

8.6 Compliance Tracking

The compliance tracking feature provides inspection due date estimates based on standard intervals from NFPA, ASME, NEC, and state-level regulatory frameworks. Local jurisdictions may have different requirements, shorter intervals, or additional inspections not reflected in the Platform's Knowledge Base. You are responsible for verifying compliance requirements applicable to your specific properties and jurisdictions. Wise Capital makes no representation that the compliance data is complete or current for all jurisdictions.

8.7 Limitation of Liability

LIABILITY CAP TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WISE CAPITAL, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (C) ANY CONTENT OBTAINED FROM THE SERVICE; OR (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

IN NO EVENT SHALL WISE CAPITAL'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO WISE CAPITAL IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9

Indemnification


You agree to indemnify, defend, and hold harmless Wise Capital, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

Wise Capital will provide prompt written notice of any such claim and will cooperate reasonably with your defense. You may not settle any claim without Wise Capital's prior written consent if the settlement imposes any obligation or liability on Wise Capital.

10

Force Majeure


Neither party shall be liable for any failure or delay in performing its obligations under these Terms to the extent such failure or delay results from events beyond the reasonable control of that party, including but not limited to: acts of God, natural disasters, pandemics, war, terrorism, civil unrest, government actions, power outages, internet infrastructure failures, or outages of third-party service providers upon which the Platform depends.

For clarity, the Platform depends on the following third-party services whose outages constitute force majeure events:

During any force majeure event, the affected party's obligations are suspended for the duration of the event. If the event continues for more than thirty (30) consecutive days, either party may terminate these Terms upon written notice without liability.

11

Term and Termination


11.1 Term

These Terms are effective upon your acceptance (clicking "I Accept") and remain in effect until terminated by either party as described below.

11.2 Termination by You

You may terminate your subscription at any time by canceling through the Stripe Customer Portal accessible via Settings. Cancellation takes effect at the end of the current billing period. You may also request account deletion by emailing wise@investwisecap.com.

11.3 Termination by Wise Capital

Wise Capital may terminate or suspend your account immediately, without prior notice, if:

For other reasons not listed above, Wise Capital will provide thirty (30) days' written notice before termination.

11.4 Data Retention After Termination

Upon termination, your Property Data, service event history, and associated records will be retained for ninety (90) calendar days. During this period, you may request a data export via email. After the 90-day retention period, Wise Capital will delete your data in the ordinary course of operations. Aggregated Data, Validation Data, and ROI Data that has been anonymized prior to termination is retained permanently per Section 4.5.

11.5 Surviving Sections

The following sections survive termination of these Terms: Section 3.10 (Promotional Discounts, Credits, and Referrals — clawback and abuse remedies survive), Section 4 (Data Ownership), Section 5 (Intellectual Property), Section 6.9 (No Competitive Use — survives for 2 years), Section 8 (Disclaimers and Limitations), Section 9 (Indemnification), Section 11.7 (Non-Account Tenant / End-User Access — operator representations and warranties survive), Section 12 (Governing Law), and this Section 11.5.

11.6 SMS Communications

We do not share, sell, or otherwise provide your mobile phone number or messaging consent information to any third parties or affiliates for marketing or promotional purposes. Mobile phone numbers and SMS opt-in consent are used solely to deliver the transactional notifications you enabled in your account settings.

Opt-in. By enabling SMS notifications in your Settings → Notifications page and providing your mobile phone number, you expressly consent to receive recurring transactional text messages from ForVue about tenant maintenance submissions on share links you or your team created. The setting is off by default; you must explicitly opt in by checking the SMS notifications box and entering a mobile phone number.

Message content. Each SMS contains the property address, unit number where applicable, and a link to the ForVue platform. The message asks you to log in to review the tenant's submission. SMS messages do not contain tenant personal information, appliance-level diagnostic detail, marketing content, or promotional content.

Message frequency. Message frequency varies. Approximately one SMS per tenant submission per share link. To prevent duplicate notifications, ForVue rate-limits SMS delivery to at most one message per share link per hour. All submissions are visible in the in-app notification bell regardless of whether the SMS was sent or suppressed.

Rates. Message and data rates may apply per your mobile carrier's plan. Wise Capital does not charge you for SMS. Not all United States mobile carriers are supported by our SMS delivery carrier.

Help and opt-out. Reply HELP to any SMS for support information. You may opt out at any time by (a) replying STOP to any SMS message, or (b) unchecking the SMS notifications box or removing your phone number in Settings → Notifications and saving. Opt-out is effective immediately. After you opt out you will receive a single confirmation message and no further texts.

Support contact. For questions about the SMS program, help with opt-in or opt-out, or any other support request that cannot be resolved by replying HELP to a text, contact Wise Capital, LLC at wise@investwisecap.com. We respond within one business day.

Delivery carrier. Wise Capital uses Twilio, Inc. as its SMS delivery carrier. Twilio receives your mobile phone number only for the sole purpose of delivering the transactional message you asked to receive. Twilio acts as a message-transport carrier under contract to Wise Capital — not as a marketing partner, affiliate, or independent recipient of your data — and is contractually prohibited from using your mobile phone number or messaging consent data for marketing, promotional, or affiliate purposes. This use is further described in our Privacy Policy.

11.7 Non-Account Tenant / End-User Access via Diagnostic Share Links

You may generate time-limited tokenized share links ("Diagnostic Share Links") that permit tenants, on-site maintenance personnel, cleaners, and other non-account third parties (each, a "Non-Account User") to submit maintenance information to your account without creating a ForVue account. You are solely responsible for determining which Non-Account Users receive Diagnostic Share Links and for ensuring that your distribution complies with applicable law, including any obligations you owe to your tenants under lease agreements, landlord-tenant statutes, and privacy laws.

The Non-Account User–facing page presented at a Diagnostic Share Link URL displays a notice describing (a) the property manager for whom the submission is being made, (b) the categories of information collected (symptom selection, optional photograph, optional audio recording), (c) the fact that submitted content may be processed by a third-party AI model provider under contract to Wise Capital for the sole purpose of returning a diagnostic response, and (d) instructions for opting out of any submission by simply closing the page. Wise Capital does not seek an affirmative acceptance of these Terms from Non-Account Users, and this Agreement does not create a direct contractual relationship between Wise Capital and any Non-Account User.

You represent and warrant that (i) you have the legal right and authority to solicit maintenance submissions from Non-Account Users at the properties to which each Diagnostic Share Link relates; (ii) you have made any disclosures to those Non-Account Users required by applicable law regarding your use of a third-party maintenance platform; and (iii) you will not use Diagnostic Share Links to collect information from Non-Account Users for any purpose other than maintenance diagnosis. Content submitted by a Non-Account User through a Diagnostic Share Link is treated as Property Data owned by you under Section 4.1 and is subject to the same license grant, retention, and deletion provisions applicable to your other Property Data.

Diagnostic Share Links expire fourteen (14) days after creation. You may revoke a Diagnostic Share Link at any time before expiration through the Platform.

12

Governing Law and Dispute Resolution


12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, without regard to its conflict-of-law provisions.

12.2 Jurisdiction

Any legal action or proceeding arising under these Terms shall be brought exclusively in the state or federal courts located in Jefferson County, Kentucky. You consent to personal jurisdiction and venue in such courts and waive any objection based on inconvenient forum.

12.3 Informal Resolution

Before initiating any formal legal proceeding, the parties agree to attempt informal resolution for a period of thirty (30) days. The complaining party shall send a written notice describing the dispute to the other party (to wise@investwisecap.com for Wise Capital, to the email on file for the Operator). Both parties shall engage in good-faith negotiations during this period.

12.4 Equitable Relief

Notwithstanding the informal resolution requirement, Wise Capital may seek immediate injunctive or equitable relief in any court of competent jurisdiction to prevent irreparable harm resulting from violations of Sections 5 (Intellectual Property), 6.8 (Data Use Restrictions), or 6.9 (No Competitive Use), without the obligation to post a bond.

13

General Provisions


13.1 Entire Agreement

These Terms, together with any order forms, invoices, or supplemental agreements executed by the parties, constitute the entire agreement between you and Wise Capital regarding the Service and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.

13.2 Modifications

Wise Capital reserves the right to modify these Terms at any time. Material changes will be communicated via email to the address on file and/or through a notice within the Platform at least fourteen (14) calendar days before the effective date. Your continued use of the Platform after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree with a modification, you must cancel your subscription before the effective date.

13.3 Severability

If any provision of these Terms is held to be unenforceable or invalid by a court of competent jurisdiction, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

13.4 Waiver

The failure of Wise Capital to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by Wise Capital.

13.5 Assignment

You may not assign or transfer these Terms, or any rights or obligations hereunder, without the prior written consent of Wise Capital. Wise Capital may assign these Terms freely in connection with a merger, acquisition, sale of assets, or by operation of law. Any attempted assignment in violation of this section is void.

13.6 Notices

All notices required or permitted under these Terms shall be in writing and sent to:

Wise Capital, LLC
Attn: Legal — Terms of Service
Louisville, Kentucky
Email: wise@investwisecap.com

Notices to you will be sent to the email address on file in your account. You are responsible for keeping your contact information current.

13.7 Headings

Section headings are for reference purposes only and do not limit or affect the interpretation of these Terms.

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By using the ForVue platform, you agree to these Terms of Service.

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Questions? Contact wise@investwisecap.com