Terms and Conditions of Use

Effective Date: June 17, 2025
Last Updated: June 17, 2025

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "Investor," or "you") and FundBrick ("FundBrick," "we," "us," or "our"), governing your access to and use of the FundBrick website located at https://fundbrick.com/en (the "Platform"), including any subdomains and related services offered therein (collectively, the "Services").

Please read these Terms carefully before using the Platform. By accessing, registering for an account, or otherwise using any part of the Platform, you acknowledge that you have read, understood, and agreed to be legally bound by these Terms, as well as our Privacy Policy, and any other applicable legal notices and disclosures provided to you in the course of your use of the Services.

1. Overview of Services

FundBrick provides an online platform that facilitates investment in real estate development projects through Special Purpose Vehicles (“SPVs”). Each SPV is established for the sole purpose of financing a specific real estate project and issues fixed-income debt instruments to investors in accordance with the terms and conditions outlined in the relevant offering documentation (“Offering Documents”).

Investors on the Platform participate by subscribing to these debt instruments and are entitled to receive fixed returns as specified in the applicable Offering Documents, subject to the risks inherent in private real estate and debt investments.

2. Eligibility and Regulatory Status

2.1. Eligibility Requirements

By registering for an account and accessing the Services, you represent and warrant that you:

• Are at least 18 years of age or of legal age in your jurisdiction of residence;

• Have the legal capacity to enter into binding agreements;

• Are accessing the Platform from a jurisdiction where participation in such offerings is not prohibited or restricted by law;

• Are not subject to any sanctions, embargoes, or legal restrictions that would disqualify you from participating in the Services;

• Have read and understood the risks associated with private debt and real estate investments.

2.2. No Broker-Dealer or Investment Advisor Status

FundBrick is not a registered broker-dealer, investment advisor, or financial institution and does not provide investment, legal, or tax advice. All information on the Platform is provided for informational purposes only and does not constitute a solicitation or offer to sell securities or provide investment advice.

3. Account Registration and Access

3.1. Registration

To access investment opportunities, Users must create a personal account by providing accurate and complete information and completing know-your-customer (KYC), anti-money laundering (AML), and other compliance procedures as may be required by law or internal policy.

To access our platform, you must provide personal information that is current, complete, and accurate. Please see our Privacy Policy on the type of personal information that you may be required to provide. If there are errors with your personal information, we may terminate your access to the Platform, our services, or your account. We reserve the right to make inquiries to third parties as to the currency, completeness, or accuracy of your personal information, including your personal or business credit report, or when we reasonably believe that there may be risks associated with your account. If you have any concerns on how we will use or store your personal information, please refer to our Privacy Policy for our privacy standards. If you have any questions with respect to your privacy, please email us at support@fundbrick.com.

3.2. Account Security

You are solely responsible for maintaining the confidentiality of your login credentials. You agree to notify us immediately of any unauthorized access to or use of your account.

3.3. Suspension or Termination

We reserve the right to suspend or terminate your access to the Platform at any time, with or without cause, and without prior notice, particularly in the event of suspected fraud, breach of these Terms, or violation of applicable laws. Upon closing your account, we will refund your funds to the bank account linked to your account, or, if necessary, escheat your funds to the residence listed on your account.

You agree to remain liable for financial obligations related to your account after it is closed. You may not close your account if it is to evade a debt, investigation, or pending dispute, or if your account is subject to a hold.

3.4. Privacy

We may share your personal information to third parties under limited circumstances. For more information on how we use such information, please review our Privacy Policy.

4. Investment Process and Contractual Relationship

4.1. SPV Structure

Each investment opportunity is structured via a separate SPV incorporated solely to finance a designated real estate project. Investors enter into a debt contract with the SPV and not with FundBrick directly. FundBrick acts solely as a facilitator and administrator of the investment process.

4.2. Debt Instruments

The SPVs issue fixed-term, fixed-interest debt instruments governed by individual loan agreements, subscription documents, and Offering Documents. Investors should carefully review these documents prior to committing capital.

4.3. Non-Transferability

Debt instruments issued by SPVs are typically non-transferable and non-negotiable. There is no secondary market, and investors should be prepared to hold their investment until maturity.

4.4. Limitations

At our sole discretion, we may limit the amount you can invest on our platform. We have the right to initiate reviews at our discretion. If we reasonably believe that an investment is suspicious or illegal, we may require you to verify information and limit your access to your account until verification is complete. We reserve the right to request information about you from third parties, including law enforcement agencies, financial institutions, and credit reporting agencies. The actions we take in investigating suspicious or illegal transactions may result in delayed or cancelled transfers. You agree to indemnify us from actions we take during our reviews or from damages resulting from our reviews.

We may share information on your transfers to third parties under limited circumstances. For more information on how we use such information, please review our Privacy Policy.

You have the right to request a statement of your investment history. We encourage you to review your transactions on a regular basis to ensure that no unauthorized transactions or errors have occurred. Errors include technical or processing errors, but not when someone with authorized access to your account uses it without your permission. If an unauthorized transaction or error has occurred, please notify your financial institution of the transaction to reverse the charge and email us at support@fundbrick.com.

4.5. Subscription Plan

Users subscribing to our annual plan are subject to the terms and conditions of such plan, which may include additional restrictions for investing in and withdrawing investments from our SPVs.

5. Risk Disclosure

Investing in real estate-backed private debt instruments involves significant risks, including but not limited to:

• Risk of loss of principal;

• Borrower default;

• Illiquidity and lack of marketability;

• Project delays and construction risks;

• Changes in market conditions, interest rates, or property valuations.

By using the Platform, you acknowledge that you have received, read, and understood the risk disclosures provided and accept the risks involved.

6. Software

6.1. Platform Updates

We have the right to modify or update our platform without notice to you and to establish new guidelines on the changes.

7. Restricted Use

7.1. Safe Environment

We strive to create a safe environment for our users to interact. By registering for FundBrick, you agree not to:

• Breach these Terms or violate any United States law or regulation, including any financial, intellectual property, or consumer protection laws or regulations;

• Provide misleading or false information;

• Engage in fraudulent or illegal activities, including to conduct fraudulent money transfers, to engage in illegal business activities, or to conduct transactions in connection with illegal gambling, money laundering, or terrorism;

• Use FundBrick to violate the terms and conditions of your financial institution;

• Harm or threatening to harm other users or our agents;

• Defame other users or our agents;

• Harass or threaten other users or our agents;

• Engage in, incite, or condone violence;

• Present sexual activity or nudity;

• Discriminate against our agents on the basis of race, sex, disability, or other criteria, or incite hatred based on such discrimination;

• Circumvent any restrictions or suspensions of your account by using false personal or business information;

• Impose malware, viruses, or proxies onto our platform;

• Tamper with the security of our platform; and

• Overload our Platform or otherwise disrupt or attempt to disrupt our platform.

You agree to act responsibly on our Platform in accordance with these Terms. This means that you agree to bear liability for engaging in conduct that breaches these Terms.

7.2. Consequences

If you’ve engaged in restricted use, we may impose actions that include:

• Limiting your access to our platform;

• Placing a hold on, limit access to, suspend, or close your account; or

• Pursuing a legal claim against you.

Prior to imposing any of the aforementioned actions, we will notify you of your actions and provide you with a 21-day window to remedy your use of our platform. The window may be shorter for restricted use that harms or threatens to harm the rights of another person. You may appeal our decision by emailing us at support@fundbrick.com.

8. Fees and Charges

8.1. Platform Fees

Any administrative or service fees will be fully disclosed in the Offering Documents or associated agreements for each SPV.

8.2. Third-Party Costs

Investments may also be subject to third-party fees, including legal, notarial, and banking costs, as applicable.

9. Payments and Distributions

9.1. Investor Payments

Capital contributions must be made through designated payment channels approved by FundBrick. All investment amounts must be received in cleared funds by the subscription deadline.

9.2. Interest and Repayments

Returns on investments are distributed in accordance with the repayment schedule outlined in the SPV’s loan documentation. Payment dates and interest rates are fixed unless otherwise stipulated.

9.3. Default and Recovery

In the event of borrower default, FundBrick may initiate recovery actions in accordance with applicable laws and the terms of the debt contract. Recovery is not guaranteed.

10. Intellectual Property

All content on the platform, including text, graphics, logos, and software, is the property of FundBrick or its licensors and is protected by copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, or exploit any content for commercial purposes without express written consent.

11. Indemnification

You agree to indemnify, defend, and hold harmless FundBrick and its affiliates from and against all claims, liabilities, damages, losses, or expenses (including attorneys’ fees) arising out of or in connection with your use of the platform, your violation of these Terms, or your infringement of any rights of a third party.

12. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Puerto Rico, without regard to its conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts located in Puerto Rico for the resolution of any disputes arising under these Terms.

13. Miscellaneous

• Entire Agreement: These Terms, along with our Privacy Policy and any other legal notices published by FundBrick, constitute the entire agreement between you and FundBrick concerning your use of the Platform.

• Severability: If any provision of these Terms is deemed invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

• Waiver: No waiver of any provision or breach of these Terms shall be deemed a further or continuing waiver.

14. Contact Us

If you have any questions regarding these Terms or wish to communicate with us for any reason, you may contact us at:

FundBrick
Website: https://fundbrick.com/en
Email: support@fundbrick.com
Mailing Address: 1413 Ave Ponce de León, 4th Floor, San Juan, PR 00907