Terms of Service

1. Acceptance of Terms

By accessing or using the services provided by Innovative Capital Hawai'i ("Company," "we," "us," or "our"), including but not limited to iCAP Underwriter™, iCAP Exchange, H2O Program, and Ohana Units (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access or use the Services.

2. Description of Services

2.1 iCAP Underwriter™ — Educational Tool & Computational Utility

iCAP Underwriter™ is classified as an educational tool and computational utility. It is designed to assist users in understanding real estate deal structures through illustrative calculations and scenario modeling. iCAP Underwriter™ is NOT a financial advisor, investment advisor, broker-dealer, legal advisor, tax advisor, or any other type of licensed professional service provider.

2.2 iCAP Exchange

iCAP Exchange is a premium private marketplace for off-market assets. Innovative Capital Hawai'i acts as a platform facilitator and does not guarantee the accuracy of listings, the completion of transactions, or the quality of assets listed. A 1% transaction fee applies to completed sales. All transactions are between the buyer and seller; Innovative Capital Hawai'i is not a party to any transaction.

2.3 H2O Program

The H2O (Helping Hawai'i's Ohana) Program is a free homeownership pathway program. Participation in the H2O Program does not guarantee homeownership, mortgage approval, or any specific financial outcome. Program duration is typically 2 years with an optional 1-year extension.

2.4 Ohana Units

Ohana Units is a marketplace connecting property owners with ADU (Accessory Dwelling Unit) contractors. Innovative Capital Hawai'i does not guarantee the quality of work, licensing status, or performance of any contractor listed on the platform. Users are responsible for conducting their own due diligence.

3. As-Is Software Disclaimer

4. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INNOVATIVE CAPITAL HAWAI'I, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH:

• Your access to or use of (or inability to access or use) the Services;
• Any conduct or content of any third party on the Services;
• Any content obtained from the Services;
• Unauthorized access, use, or alteration of your transmissions or content;
• Any financial, investment, or real estate decisions made based on outputs from the Services;
• Any reliance on the accuracy, completeness, or reliability of any analysis, calculation, score, recommendation, or report generated by the Services.

THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF INNOVATIVE CAPITAL HAWAI'I HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE AGGREGATE LIABILITY OF INNOVATIVE CAPITAL HAWAI'I FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF THE SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO INNOVATIVE CAPITAL HAWAI'I DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

5. User Responsibilities

By using the Services, you acknowledge and agree that:

• You will independently verify all information, analyses, and calculations before making any financial, investment, or real estate decisions;
• You will consult with qualified licensed professionals (attorneys, CPAs, financial advisors, real estate brokers) before acting on any information provided by the Services;
• You assume all risk associated with the use of the Services and any decisions made based on their outputs;
• You will not represent outputs from iCAP Underwriter™ as professional financial advice to third parties;
• You are responsible for compliance with all applicable laws and regulations in your jurisdiction.

6. Subscription & Payment Terms

Certain Services require paid subscriptions. By subscribing, you agree to pay the applicable fees as described at the time of purchase. Subscriptions automatically renew unless cancelled before the renewal date. Refunds are handled in accordance with our refund policy. All payments are processed through Stripe, Inc. and are subject to Stripe's terms of service.

Innovative Capital Hawai'i reserves the right to modify pricing with 30 days' notice to existing subscribers. Continued use after a price change constitutes acceptance of the new pricing.

7. Intellectual Property

iCAP Underwriter™, iCAP Exchange, H2O Program, Ohana Units, and all related logos, trademarks, trade names, and service marks are the property of Innovative Capital Hawai'i. The Services, including all software, algorithms, designs, text, graphics, and other content, are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Services without prior written consent.

8. Privacy & Data

Your use of the Services is also governed by our Privacy Policy. By using the Services, you consent to the collection and use of information as described in our Privacy Policy. We take reasonable measures to protect your personal information but cannot guarantee absolute security.

9. Indemnification

You agree to indemnify, defend, and hold harmless Innovative Capital Hawai'i and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney's fees) arising from: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any third-party right; or (d) any claim that your use of the Services caused damage to a third party.

10. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Hawai'i, without regard to its conflict of law provisions. Any disputes arising under these Terms shall be resolved through binding arbitration in Honolulu, Hawai'i, in accordance with the rules of the American Arbitration Association. You waive any right to a jury trial or to participate in a class action.

11. RESPA Compliance & Settlement Service Disclosures

11.1 Platform Facilitator Status

Innovative Capital Hawai'i operates as a technology platform and marketplace facilitator. We do not act as a mortgage broker, loan originator, real estate broker, settlement agent, title company, escrow agent, or any other settlement service provider as defined under the Real Estate Settlement Procedures Act (RESPA), 12 U.S.C. § 2601 et seq., and its implementing regulation, Regulation X (12 C.F.R. Part 1024).

11.2 No Referrals to Settlement Service Providers

Innovative Capital Hawai'i does not refer, recommend, endorse, or steer users toward any specific lender, mortgage broker, title company, escrow agent, appraiser, or other settlement service provider. Users are solely responsible for independently selecting and evaluating their own settlement service providers.

11.3 Lender Directory — Neutral Presentation

11.4 FinCEN Real Estate Reporting

Innovative Capital Hawai'i does not perform any function in the FinCEN Residential Real Estate Reporting Rule's 7-tier reporting cascade (31 C.F.R. § 1010.315). We do not act as a closing or settlement agent, prepare settlement statements, file deeds, underwrite title insurance, disburse transaction funds, evaluate title status, or prepare transfer instruments. All closing and settlement functions for transactions facilitated through iCAP Exchange are the sole responsibility of the buyer, seller, and their independently chosen licensed professionals.

11.5 Transaction Fee Disclosure

The 1% transaction fee charged by Innovative Capital Hawai'i on completed iCAP Exchange sales is atechnology platform and marketplace facilitation fee. It is not a settlement service fee, brokerage commission, finder's fee, or referral fee. This fee compensates Innovative Capital Hawai'i for providing the marketplace technology, listing infrastructure, verification services, and platform maintenance — not for any settlement service function.

12. Advisory & Deal Structuring Disclosure

13. Modifications to Terms

Innovative Capital Hawai'i reserves the right to modify these Terms at any time. Changes will be effective upon posting to the Services. Your continued use of the Services after any changes constitutes acceptance of the modified Terms. We encourage you to review these Terms periodically.

14. Contact Information

For questions about these Terms of Service, please contact: