Membership Agreement

Effective: October 19, 2026

This Membership Agreement (this “Agreement”) is between Freedom Ventures Group Inc., a Delaware corporation with its address at 8 The Green, Suite A, Dover, DE 19901, doing business as Marketing Finance Network (“MFN,” “we” or “us”), and the business that applies for and accepts membership (“Member” or “you”). You accept this Agreement by checking the acceptance box and completing signup, and the person accepting confirms they are authorized to bind the Member business. This Agreement includes the MFN Mutual Non-Disclosure and Non-Circumvention Agreement (the “NDA”) and the Community Guidelines in Exhibit A. Your use of the MFN website is also governed by the MFN Terms of Use. If this Agreement and the Terms of Use conflict on a membership matter, this Agreement controls.

1. About MFN

1.1 What MFN Is. MFN is a private, invitation-only membership and introductions network for established U.S. marketing businesses. Membership gives you access to MFN’s network of investors, lenders, factoring companies and other capital providers (“Network Partners”), introductions to one or more of them that may be able to help, and membership and account support.

1.2 What MFN Is Not. MFN does not lend money, provide or approve financing, fund transactions, or give legal, tax, accounting or investment advice. MFN makes introductions only: it does not prepare, review, complete or submit financing applications or documents, advise you on how to qualify for or structure financing, or take part in discussions between you and a Network Partner after an introduction. Any financing comes from independent Network Partners, which make their own decisions and set their own terms. Your dues pay for access to the network, not for financing approval, and MFN does not promise that you will obtain financing or any particular result.

2. Eligibility and Joining

2.1 Eligibility. Membership is open to U.S.-based businesses operating in marketing, lead generation, media or related fields, as determined by MFN. The person signing up must be at least 18 years old and authorized to act for the business.

2.2 Invitation and Invite Code. Membership requires an active MFN Invite Code. Your Invite Code sets your membership pricing. Once your invitation is sent or checkout begins, your Invite Code and pricing are locked and cannot be swapped for another code. Invite Codes are personal to the invited business and may not be shared, sold or transferred.

2.3 Accurate Information. You agree to give MFN accurate, current information about your business, including your company name, your title, years in business and contact details, and to keep it updated. MFN may verify this information and may decline or end any membership in its discretion.

2.4 Signup Steps. Membership becomes active when you have (a) accepted this Agreement, (b) signed the NDA, and (c) completed your first payment. MFN may require a completed NDA before your initial call.

3. Membership Benefits

While your membership is active and in good standing, you may receive:

access to MFN’s Network Partners and introductions through MFN’s introduction process;
an initial call so MFN can learn about your business and identify which Network Partners may be relevant, and membership and account support;
a Certificate of Good Standing that you may share with Network Partners; and
other resources, events and member communications MFN offers from time to time.

MFN may add, change or remove benefits, and will give notice of any material reduction.

4. Dues and Billing

4.1 Dues. Membership dues are billed in advance on a recurring monthly basis at the rate set by your Invite Code. Your membership renews automatically each month until cancelled under Section 10.1.

4.2 Price Lock. Your original pricing stays locked for as long as your membership remains continuously active. If your membership ends and you later rejoin, current pricing may apply.

4.3 Failed Payments. If a payment fails, MFN will notify you and may retry the charge. If payment is not received within three (3) days, your membership may be marked not in good standing and your benefits suspended until payment is made.

4.4 No Refunds. MFN’s introductory services begin as soon as your membership is active, so dues are earned when paid and are non-refundable, including for partial billing periods, except where required by law. MFN’s Refund and Cancellation Policy, posted on the MFN website, explains billing, refunds and cancellations in more detail and forms part of this Agreement.

4.5 Taxes. Dues do not include taxes. You are responsible for any applicable taxes other than taxes on MFN’s income.

5. Good Standing and Certificate

5.1 Good Standing. A Member is in good standing when its dues are current and it is in compliance with this Agreement, the NDA and the Community Guidelines.

5.2 Certificate. MFN may issue a Certificate of Good Standing to Members in good standing. The certificate confirms only your membership status on the date it is checked. It is not a credit rating, endorsement, guarantee or recommendation of your business.

5.3 Verification. You authorize MFN to confirm your membership status, standing and certificate validity to Network Partners and to anyone presenting your certificate for verification. A certificate becomes invalid automatically if your membership ends or falls out of good standing.

6. Introductions and Network Partners

6.1 How Introductions Work. Introductions to Network Partners are made through MFN’s introduction process. MFN may introduce you to one or more Network Partners that may be able to help. MFN decides which introductions are appropriate and does not guarantee any number or type of introduction. Whether a Network Partner can help, and on what terms, is up to that Network Partner and depends on your business’s specific circumstances.

6.2 Your Decisions. Any agreement you make with a Network Partner is solely between you and that Network Partner. You are responsible for your own due diligence and for evaluating any terms offered. MFN is not a party to those agreements and is not responsible for any Network Partner’s acts, decisions or terms.

6.3 No Network Partner Compensation. MFN does not receive referral fees, commissions, success fees, revenue shares or any other compensation from Network Partners, whether for introductions or for any financing or transaction that results from them. MFN’s only compensation for its services is the membership dues you pay under Section 4, which do not depend on whether you obtain financing. MFN therefore has no financial stake in which Network Partner you choose or whether any transaction closes.

Section 6.4, Separate Business Dealings. Freedom Ventures Group Inc., its affiliates and its owners may, from time to time, do business with individual Members on matters separate from MFN membership. MFN may use your contact details and general business profile to reach out to you about possible collaborations, and you can ask us to stop at any time. Outreach is by email, phone or, if you have separately agreed to receive them under Section 9.4, text message. Any such dealings are voluntary and governed by their own written agreement. They are not a condition of membership or introductions, and taking part or declining has no effect on your standing, benefits or introductions. MFN will not use confidential information you provide for membership purposes, such as your financials, receivables, client information or deal terms, in any collaboration without your consent. These dealings do not involve, and are not compensation from, any Network Partner.

7. Confidentiality

Confidential information exchanged between you and MFN, including the identities and terms of Network Partners, MFN’s member list and the content of member discussions, is governed by the NDA, which forms part of this Agreement. If this Agreement and the NDA conflict on confidentiality, the NDA controls.

8. Non-Circumvention

8.1 Going Through MFN. MFN’s relationships with its Network Partners are confidential and are a core part of what MFN provides. During your membership and for twelve (12) months after it ends, you will not, directly or through any affiliate or third party: (a) contact, solicit or negotiate with any Network Partner you learned of or were introduced to through MFN, except through MFN’s introduction process; (b) enter into any financing, funding, factoring or similar arrangement with such a Network Partner other than through MFN; or (c) share the identity, contact details or terms of any Network Partner with anyone who is not an MFN Member.

8.2 Existing Relationships. Section 8.1 does not apply to a Network Partner you can show, with written records, you already had a relationship with before learning of it through MFN.

8.3 Circumvention Fee. If you breach Section 8.1, you will pay MFN a Circumvention Fee equal to twelve (12) months of your membership dues at your current rate, or the rate in effect when your membership ended. The fee is due within thirty (30) days of MFN’s invoice. It is a reasonable estimate of the harm to MFN, which is difficult to calculate, and is not a penalty. MFN may also seek injunctive relief and any other remedy available.

9. Your Information and Communications

9.1 Use of Your Information. MFN collects and uses your information as described in the MFN Privacy Policy, to run the network, manage your membership and billing, make introductions and support you. You authorize MFN to share your business information with Network Partners as reasonably needed to make introductions, as described in the NDA. MFN may also contact you about possible collaborations as described in Section 6.4.

9.2 Service Providers. MFN uses service providers, including CRM, e-signature, video meeting, payment and artificial-intelligence tools, to operate the network. They are bound by confidentiality obligations and may not use your information to train models offered to third parties.

9.3 Email. You agree to receive email from MFN about your membership, meetings, billing, network updates and, unless you opt out, possible collaborations under Section 6.4. You may opt out of non-essential email at any time; account and billing notices are part of membership.

9.4 Text Messages. If you separately opt in during signup, you agree to receive text messages from MFN at the mobile number you provide about meetings, reminders and membership. Message frequency varies, and message and data rates may apply. Reply STOP to opt out or HELP for help. Consent to texts is not a condition of membership.

If you separately opt in to collaboration texts, MFN may also text you about possible collaborations under Section 6.4. Each consent is optional and can be withdrawn on its own. Message frequency varies, and message and data rates may apply. Reply STOP to opt out or HELP for help. Consent to texts is not a condition of membership.

10. Term, Cancellation and Suspension

10.1 Cancellation by You. You may cancel at any time by logging in to your MFN account and selecting cancel in your account settings, or by emailing support@marketingfinancenetwork.com, and our team will help you complete the cancellation. Cancellation takes effect at the end of your current paid billing period, and no further dues will be charged.

10.2 Suspension or Termination by MFN. MFN may suspend or end your membership (a) for non-payment; (b) for a breach of this Agreement, the NDA or the Community Guidelines; (c) if information you provided is materially false; or (d) for any other reason with thirty (30) days’ notice, in which case MFN will refund any prepaid dues for the period after termination.

10.3 Effect of Ending. When membership ends, your access to benefits and your Certificate of Good Standing end. Sections 4 (for amounts owed), 6.2, 7, 8, 11, 12, 13 and 14 survive.

11. Disclaimers and Limitation of Liability

11.1 Disclaimer. MEMBERSHIP AND ALL INTRODUCTIONS, MEETINGS AND RESOURCES ARE PROVIDED “AS IS.” MFN MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT YOU WILL OBTAIN FINANCING OR ANY PARTICULAR BUSINESS RESULT.

11.2 Limitation. TO THE FULLEST EXTENT PERMITTED BY LAW, MFN AND ITS OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR LOST PROFITS, ARISING FROM OR RELATED TO YOUR MEMBERSHIP, USE OF THE MFN NETWORK, OR ANY NETWORK PARTNER RELATIONSHIP OR TRANSACTION, AND MFN’S TOTAL LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE DUES YOU PAID IN THE TWELVE (12) MONTHS BEFORE THE CLAIM. MFN is not responsible for any Network Partner’s decisions, products, services, pricing, terms, approvals, denials, acts, omissions or performance. Nothing in this Agreement excludes or limits liability that cannot lawfully be excluded or limited.

12. Indemnity

You will defend and indemnify MFN against third-party claims arising from your breach of this Agreement, the NDA or the Community Guidelines, your dealings with Network Partners or other Members, or your violation of law.

13. Disputes

13.1 Governing Law. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules.

13.2 Informal Resolution. Before starting arbitration, the parties will first try to resolve any dispute informally for thirty (30) days after either party gives written notice of it.

13.3 Binding Arbitration. Any dispute, claim or controversy arising out of or relating to this Agreement, the NDA, your membership or the Services that is not resolved informally, including questions about formation, interpretation, breach or termination, will be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and, where applicable, its Optional Rules for Emergency Measures of Protection. The arbitration will take place in Wilmington, Delaware, before a single arbitrator, and the parties consent to personal jurisdiction in Delaware for this purpose. The arbitrator’s decision will be final and binding, and judgment on the award may be entered in any court of competent jurisdiction. The prevailing party is entitled to recover its reasonable attorneys’ fees and costs. The arbitration, and all filings, evidence and awards in it, will be kept confidential except as required by law or to enforce an award.

13.4 Individual Claims Only. Each party must bring any claim in its individual capacity, and not as a plaintiff or class member in any class, collective or representative action. The arbitrator may not consolidate claims of more than one Member or preside over any form of class or representative proceeding.

13.5 Courts and Injunctive Relief. Either party may seek injunctive relief in court to protect confidential information or enforce Section 8. Any court action permitted under this Agreement, including an action for injunctive relief or to compel arbitration or confirm, enforce or vacate an award, will be brought only in the state courts located in New Castle County, Delaware (Wilmington), or the United States District Court for the District of Delaware in Wilmington, and the parties consent to the jurisdiction and venue of those courts.

13.6 Jury-Trial Waiver. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE NDA OR YOUR MEMBERSHIP. This waiver applies to any claim that is heard in court rather than in arbitration for any reason.

14. General

14.1 Changes to This Agreement. MFN may update this Agreement by giving at least thirty (30) days’ notice by email. If you do not agree, you may cancel before the change takes effect. Continuing your membership after that date means you accept the update. Changes to your locked pricing require your consent. Updates apply going forward only and will not retroactively change rights or obligations that arose before the update takes effect.

14.2 Electronic Acceptance. Your electronic acceptance of this Agreement is valid and binding under the U.S. federal ESIGN Act and the Uniform Electronic Transactions Act. MFN will keep a record of the effective date of the Agreement you accepted, a copy of that Agreement as it read when you accepted it, and the date and time of your acceptance. If this Agreement is updated more than once on the same date, MFN will also record the time each update took effect.

14.3 Other Terms. This Agreement, the NDA, Exhibit A, the MFN Terms of Use, Privacy Policy, Financial Services Disclaimer and Refund and Cancellation Policy, and the checkout disclosures shown when you enrolled are the entire agreement about membership. You may not assign your membership without MFN’s written consent. If any provision is unenforceable, the rest remains in effect. A failure to enforce a provision is not a waiver. Notices to you will be sent to the email on your account, and notices to MFN to legal@marketingfinancenetwork.com or by mail to Freedom Ventures Group Inc., 8 The Green, Suite A, Dover, DE 19901.

14.4 Relationship of the Parties. Membership does not create a partnership, joint venture, fiduciary, employment, agency or similar relationship between MFN and you. MFN does not act as your agent or as an agent of any Network Partner, and except as expressly authorized in writing, neither party has authority to bind the other to obligations with third parties. Network Partners remain independent from MFN unless MFN states otherwise in writing.

14.5 Intellectual Property. MFN’s name, logos, website, materials and network information, including information about Network Partners and other members, belong to MFN or its licensors. Membership does not transfer ownership of any MFN intellectual property or give you the right to reproduce, distribute, sell, license, commercially exploit or create derivative works from MFN materials without MFN’s written permission.

14.6 Contact. Questions about this Agreement or your membership may be sent to support@marketingfinancenetwork.com. Legal notices must be sent as described in Section 14.3.

EXHIBIT A
MFN COMMUNITY GUIDELINES

MFN works because members and Network Partners trust the room. These guidelines apply in member meetings, calls, events, group chats and any other MFN channel.

1. Keep It Confidential

What is shared in MFN stays in MFN. Do not repeat member numbers, deal terms or discussions outside the network.
Never share Network Partner names, contacts or terms with non-members.

2. Go Through MFN

Reach Network Partners through MFN’s introduction process, not around it.
If a Network Partner contacts you directly about a deal outside MFN, let MFN know.

3. Be Straight

Represent your business, numbers and track record accurately to MFN, Network Partners and other members.
Disclose conflicts of interest, including any paid referral arrangement, before you recommend anyone.

4. No Spam, No Poaching

Do not use MFN channels or the member list for unsolicited pitches, mass outreach or list building.
Do not solicit another member’s clients, staff or vendors using information you learned through MFN.

5. Run a Clean Business

Comply with the laws that govern your work, including the TCPA, CAN-SPAM, the FTC Act, state telemarketing and data-privacy laws, and consumer-consent rules for lead generation.
Do not use MFN to promote products, offers or practices that are deceptive or unlawful.

6. Respect

Treat members, Network Partners and MFN staff professionally. No harassment, discrimination or abusive conduct.
Show up on time for booked meetings, or cancel or reschedule in advance.

7. Enforcement

MFN may issue a warning, suspend or end a membership for violations, depending on how serious they are. Breaches of confidentiality or non-circumvention are handled under the NDA and Section 8 of the Membership Agreement. Report concerns to support@marketingfinancenetwork.com.