END USER LICENSE AGREEMENT

This END USER LICENSE AGREEMENT (the 'Agreement') is a binding agreement between HOMEPOINT BROKERAGE LLC., d/b/a Homepoint ('Homepoint') and the person or entity who utilizes the Platform ('You'). This Agreement was last revised and shall become effective as of 09/05/2024.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THIS PLATFORM.

By using the platform made available on Homepoint's primary landing webpage (the 'Platform') and any applicable documentation, media, manuals and other technical information appurtenant to the services provided by the Platform (the 'Related Materials'), you hereby agree to the following terms and conditions.

THE PLATFORM AND THE RELATED MATERIALS ARE PROVIDED TO YOU BY HOMEPOINT FOR USE ONLY IN ACCORDANCE WITH THE TERMS, CONDITIONS AND RESTRICTIONS SET OUT IN THIS AGREEMENT. ALL RIGHTS WHICH ARE NOT EXPRESSLY GRANTED TO YOU UNDER THIS AGREEMENT ARE RESERVED BY HOMEPOINT. YOU REPRESENT AND WARRANT THAT: (I) YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF YOU ARE A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF LICENSEE AND BIND LICENSEE TO ITS TERMS. THIS AGREEMENT EXPRESSLY EXCLUDES ANY RIGHT, CONCERNING ANY SOFTWARE THAT YOU DID NOT ACQUIRE LAWFULLY OR THAT IS NOT A LEGITIMATE, AUTHORIZED COPY OF THE PLATFORM.

License

Subject to the terms and conditions of this Agreement, Homepoint grants to you a revocable, limited, non-exclusive, non-transferable license, without the right to sublicense, to use the Platform on your devices and to use the Platform and the Related Materials in accordance with this Agreement and any other written agreement that you may have with Homepoint. You are being granted a right and license to use the Platform and the Related Materials. Homepoint does not transfer title of the Platform or the Related Materials to you. This Agreement is a legally binding agreement between Homepoint and you. If you do not agree to the terms and conditions of this Agreement, you are required to immediately cease using the Platform and any Related Materials. Homepoint reserves the right to terminate this Agreement and the licenses granted in the event that you breach any term or condition of this Agreement.

Distribution

Unless otherwise authorized herein or by a written agreement between you and Homepoint, the Platform, any Related Materials, and the license herein granted shall not be copied, shared, distributed, re-sold, offered for re-sale, transferred or sub-licensed in whole or in part.

User Agreement

Use Restrictions. You shall not, and shall require your Users not to, directly or indirectly: (i) provide any other person, including any subcontractor, independent contractor, affiliate, or service provider, with access to or use of the Platform or Related Materials; (ii) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Platform or Related Materials or any part thereof; (iii) combine the Platform or any part thereof with, or incorporate the Platform or any part thereof in, any other programs; (iv) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Platform or any part thereof; (v) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices provided on or with the Platform or Related Materials, including any copy thereof; (vi) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Platform, or any features or functionality of the Platform, to any third party for any reason, whether or not over a network or on a hosted basis, including in connection with the internet or any web hosting, wide area network (WAN), virtual private network (VPN), virtualization, time-sharing, service bureau, software as a service, cloud, or other technology or service; (vii) use the Platform and any Related Materials in violation of any applicable law, regulation or rule; or (viii) assign, sell, share, loan, rent, lease, borrow, network or transfer the use of this Platform. The assignment, sublicense, networking, timesharing, sale, or distribution of this Platform is strictly forbidden without the prior written consent of Homepoint.

Copyright Restrictions. You acknowledge and agree that any and all intellectual property rights to or arising from the Platform and Related Materials, including any new releases, modifications, updates or enhancements, are and shall remain the exclusive property of Homepoint and/or its licensors. Nothing in this Agreement intends to transfer any such intellectual property rights to, or to vest any such intellectual property rights in, you. You are only entitled to the limited use of the intellectual property rights granted to you under this Agreement.

Limitation of Liability and Indemnification

You will indemnify, hold harmless, and defend Homepoint, its employees, agents and distributors against any and all claims, proceedings, demand and costs resulting from or in any way connected with your use of the Platform and the Related Materials. IN NO EVENT (INCLUDING, WITHOUT LIMITATION, IN THE EVENT OF NEGLIGENCE) WILL HOMEPOINT, ITS LICENSORS AND CONTRIBUTORS, EMPLOYEES, AGENTS, DISTRIBUTORS, OR LICENSORS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA, PERSONAL INJURY, OR PECUNIARY LOSS), IN CONNECTION WITH OR ARISING OUT OF OR RELATED TO THIS AGREEMENT.

Disclaimer and Warranties

THE PLATFORM, THE RELATED MATERIALS, AND ANY THIRD-PARTY SOFTWARE COMPONENTS, TECHNOLOGIES, OR EXTENSIONS ARE BEING PROVIDED TO YOU ON AN 'AS IS' AND 'AS AVAILABLE' BASIS. EXCEPT AS EXPRESSLY STATED IN WRITING BY AN AUTHORIZED EMPLOYEE OF HOMEPOINT, HOMEPOINT AND ITS LICENSORS AND CONTRIBUTORS MAKE NO REPRESENTATION OR WARRANTIES IN RESPECT OF THE PLATFORM, THE RELATED MATERIALS, OR ANY THIRD-PARTY SOFTWARE COMPONENTS, TECHNOLOGIES, OR EXTENSIONS AND EXPRESSLY EXCLUDES ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, ORAL OR WRITTEN.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state of Alabama. You acknowledge that by using the services provided under this Agreement, you have transacted business in the state of Alabama.

Term and Termination

This Agreement will be effective from the date that you initially use the Platform and shall remain effective until terminated by either Homepoint or you. Any failure to comply with the terms and conditions of this Agreement will result in automatic and immediate termination of this Agreement and the licenses granted herein. You may terminate this Agreement with immediate effect at any time, with or without cause.

Equitable Relief

You agree that a material breach of this Agreement by you would cause irreparable injury to Homepoint for which there may be no adequate remedy at law.

No Waiver

No term or condition of the Agreement will be deemed amended or waived, and no breach excused, unless such amendment, waiver or consent is in writing and signed by Homepoint.

No Agency

Neither this Agreement nor use of the Platform shall create a partnership, joint venture, employment, or other agency relationship between you and Homepoint. You may not enter into any contract on Homepoint's behalf or bind (legally or otherwise) Homepoint in any way.

Saved Password Security

Certain features of the Platform have been developed with encryption technology to protect the information and data that you provide through the Platform. Although the Platform uses advanced encryption technologies, Homepoint does not guarantee or warrant that the Platform will prevent any unauthorized access to the information and data that you provide through the Platform.

Consent to Use of Data

You agree that Homepoint may directly or indirectly, collect, store and use information transmitted by you through the Platform, the Related Materials, and/or gathered in any manner as part of the services provided to you.

Collection, Storage and Use of Data

The transfer, processing, and storing of information collected by Homepoint may be within or outside the United States. You understand and agree that Homepoint may, upon receipt of inquiries from law enforcement agencies, inform such agencies and authorities of your identity.

Third Party Software Applications and Extensions

Homepoint reserves the right to advertise and recommend third-party software applications and software extensions to you for the purposes of enhancing your experience with the Platform.