INTRODUCTION: FundingShield LLC offers an online interactive database of Service Provider and Third Party Originator profiles to lenders and servicers for the purposes of due diligence and compliance. Service Providers and Third Party Originators have access to enter and maintain their profile at https://spcompliance.com/.

1. USE OF DATA: FundingShield LLC will not be held liable for the business practices of its subscribers. Service Provider and Third Party Originator recognizes that FundingShield LLC is not a rating agency but merely a data repository and list management and search tool. Lender/client has engaged the services of FundingShield LLC to maintain Service Provider and Third Party Originator profiles, credentials, and documents. FundingShield LLC aggregates data from Service Providers and Third Party Originators themselves, regulatory bodies, and other public records. This data is available to connected Lenders and Servicers and unconnected lenders and services at the Service Providers and Third Party Originators discretion and control under Privacy Options Section, after logging in. Service Provider and Third Party Originator voluntarily enters his/her credentials and documents in SELECT™ for use by Subscribers (Lenders and Servicers) to manage. FundingShield LLC does not share nor collect any private data such as social security numbers or driver's license copies.

2. AGREEMENT: For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Service Provider or Third Party Originator hereby expressly agrees to hold harmless FundingShield LLC, its successors or assigns against all suits, actions, claims, demands, or damages that arise from the data management and storage of business documents.

3. SEVERABILITY: If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.

4. BINDING EFFECT: The covenants and conditions contained in this Agreement shall apply to and bind the parties hereto and the heirs, legal representatives, successors and permitted assigns of the Parties.

5. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may not be modified by the Service Provider or Third Party Originator and by accepting this agreement on line, Service Provider or Third Party Originator acknowledges his/her signature hereto.

6. GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws of the State of California.

7. NOTICE: Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service.

8. WAIVER: The failure of either Party to enforce any provisions of this Agreement shall not be deemed a waiver or limitation of that Party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.

9. COMPLIANCE: Lender/client is required by regulatory agencies to maintain lists of service providers and Third Party Originator it approves to perform services and or originate or purchase loans from. Service Providers and Third Party Originator recognize that compliance reviews will be done on their work product. Service Provider and Third Party Originator acknowledge that the creation of their profile does not constitute a guarantee of business.

10. LEGAL FEES AND COSTS: In the event legal action is taken by or against Service Provider, as a result of Service Providers and Third Party Originators actions and FundingShield LLC prevails, Service Provider will be obligated to reimburse FundingShield LLC for the reasonable attorney's fees, costs and expenses it incurred in pursuing such legal action. Service Provider and Third Party Originator will also be responsible for any legal fees and costs incurred by FundingShield LLC in enforcing any order or collecting any judgment against Service Provider or and Third Party Originator.