TERMS OF SERVICE

1. ACCEPTANCE, ELIGIBILITY AND ACCOUNTS

1.1 Acceptance. You accept these Terms and the Privacy Policy by Sign-Up Acceptance. Visiting a public page of the Service without creating an Account does not constitute acceptance of these Terms. If you accept these Terms on behalf of an entity, you represent that you are authorized to bind that entity, and "you" includes that entity.

1.2 Eligibility. By Sign-Up Acceptance, you represent and warrant that you are at least eighteen (18) years of age. The Service is intended for real estate owners, developers, brokers and other professionals and is not directed to children.

1.3 Accounts. An Account is required to run analyses. During the Pilot, Accounts are available by invitation only. Each Account is for a single natural person, who signs in with the email address associated with the Account and a one-time sign-in code. You shall keep that email address accurate, shall not share your Account or any sign-in code, and are responsible for all activity under your Account. You shall promptly notify Lotta at hello@lotta.land of any unauthorized use of your Account.

1.4 Usage Limits. Use of the Service is subject to the usage limits displayed in the Service. Lotta may change those limits and may limit, suspend or pause any use that Lotta reasonably believes to be abusive, automated or harmful.

2. LICENSE, OWNERSHIP AND SHARING

2.1 License. Subject to your compliance with these Terms, Lotta grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to access and use the Service and its Reports to evaluate real property. You may share a Report with your clients, partners, lenders, advisors and prospective buyers of the property that the Report concerns, subject to Section 2.4 and to any source restriction identified for that Report, provided that the Report's notices remain attached. You shall not resell, sublicense or publish any Report or the Service as a product or data feed.

2.2 Ownership. As between you and Lotta, Lotta and its licensors retain all right, title and interest in and to the Service and its software, methods, assumptions, Report designs and generated materials. This Section 2.2 does not transfer to Lotta any right that you hold in Your Content and does not assert ownership of public facts.

2.3 Changes to the Service. Lotta may add, modify or discontinue any feature, data source, method or limit of the Service at any time.

2.4 Sharing of Reports. Each Report is prepared solely for the Account Holder who requested it. If you share a Report by any means:

2.4.1 each person with whom you share the Report, and each person who obtains it directly or indirectly from such a person (each, a "Recipient"), acquires no right against Lotta, and Lotta owes no duty to any Recipient; no Recipient may rely on the Report, and any reliance is at the sole risk of that Recipient and you; and

2.4.2 you are responsible for each Recipient's use of the Report and, before sharing it, shall inform each Recipient that the Report is a research estimate and not advice, shall keep the Report's notices with it, and shall not provide it to any person whom you expect to treat it as an appraisal, survey or professional opinion.

3. ACCEPTABLE USE

You shall not, and shall not assist any other person to:

3.1 scrape, crawl, bulk-download or systematically extract data or Reports, or use bots or scripts other than tools that Lotta provides;

3.2 resell or commercially exploit the Service or any Report beyond the license in Section 2.1, or use the Service or any Report to build or train a competing product, dataset or artificial intelligence model;

3.3 reverse engineer the Service, attempt to discover Lotta's code, models, prompts, assumptions or methods, or probe or test the security of the Service;

3.4 circumvent any usage limit, open additional Accounts to exceed any limit, or share an Account;

3.5 upload any material that you do not have the right to share, any malware, or any unlawful or infringing content;

3.6 upload personal information about any other person unless you are permitted to share it with Lotta for the uses described in these Terms and the Privacy Policy;

3.7 attempt to cause Ask or any other artificial intelligence feature of the Service to reveal its instructions or to bypass its safeguards;

3.8 use the Service to discriminate unlawfully, to harass any person, or in violation of any law, including fair housing and privacy laws;

3.9 use the Service to determine any person's eligibility for housing, employment, credit or insurance, or for any purpose that requires a consumer report under the Fair Credit Reporting Act;

3.10 use or export the Service in violation of export control or sanctions laws; or

3.11 remove any notice or label from a Report, or present a Report as an appraisal, survey, legal opinion or governmental approval.

The restrictions in this Section 3 apply except to the extent prohibited by law. Nothing in these Terms restricts truthful reviews or lawful reports to a governmental agency.

4. REPORTS ARE ESTIMATES, NOT ADVICE

4.1 Each Report is a research estimate based on public records, licensed data, artificial intelligence and Lotta's own assumptions regarding costs, rents, values and returns. A Report may be inaccurate, incomplete or outdated, and a city, lender, appraiser or court may disagree with it.

4.2 No Report constitutes a licensed appraisal, survey, professional design, legal opinion, underwriting decision or governmental determination. Lotta is not your attorney, appraiser, broker, architect, engineer or fiduciary.

4.3 Before you buy, sell, lend, design, apply for permits or build, you shall confirm each material matter with the responsible agency and with qualified licensed professionals. Each decision you make is your own.

4.4 Answers given by Ask and other artificial intelligence output may sound confident and nevertheless be incorrect.

4.5 Laws, maps, fees and markets change. Each Report reflects the information available to Lotta when the Report was generated, and Lotta does not update prior Reports.

5. THIRD-PARTY DATA AND SERVICES

5.1 The Service uses data and services provided by governmental agencies, map and data providers and artificial intelligence providers. Lotta does not control those parties and is not responsible for the accuracy or availability of their data or services.

5.2 Restrictions that apply to third-party content are identified with that content and, to the extent that they conflict with Section 2.1, control with respect to that content.

5.3 You shall not extract licensed figures from any Report into a separate dataset or redistribute them apart from the Report.

5.4 Portions of the Service use Google Maps. Your use of those portions is subject to the Google Maps/Google Earth Additional Terms of Service (https://maps.google.com/help/terms_maps/) and the Google Privacy Policy (https://policies.google.com/privacy).

6. YOUR CONTENT AND LOTTA'S DATA RIGHTS

6.1 Your Content. "Your Content" means all addresses, lot selections, answers, uploaded documents and images, Ask questions, feedback and other information that you submit to the Service. As between you and Lotta, you retain whatever ownership you hold in Your Content.

6.2 License to Lotta. Lotta improves by learning from the analyses run through the Service, for the benefit of all users. Accordingly, you grant Lotta a worldwide, perpetual, irrevocable, royalty-free, fully paid, transferable and sublicensable license to host, copy, store, process, analyze, adapt, create derivative works from and otherwise use Your Content to provide, secure, support and improve the Service, and to develop, train, test and evaluate Lotta's own software, artificial intelligence models and products, in each case for the purposes described in the Privacy Policy. Lotta's service providers may exercise this license on Lotta's behalf under their contracts with Lotta. This license survives the closing of your Account. Personal information contained in Your Content remains subject to the Privacy Policy and applicable law, and this license does not override any right that applicable law grants to the person to whom that information relates.

6.3 Your Representations. You represent and warrant that you hold all rights, permissions and notices necessary to submit Your Content for the uses described in this Section 6, including with respect to information about other persons (for example, tenants), and that neither Your Content nor its submission violates any law. Permission to share a document for a single analysis may not include permission for model training, and you shall upload only material that you are permitted to share for all of the uses described in this Section 6.

6.4 Data Lotta Creates. Lotta owns all rights that it creates in operational records, analytics, compilations, insights, statistics and models generated through the Service. To the extent that any of them contains personal information, the Privacy Policy and applicable law govern that information. Lotta may use and disclose aggregated or de-identified information for any lawful purpose.

6.5 Retention. Closing your Account does not, of itself, delete Your Content. Lotta retains and uses Your Content in accordance with Section 5 of the Privacy Policy and applicable law. The Service is not an archive, and you are responsible for keeping your own copies.

6.6 Feedback. You grant Lotta a perpetual, irrevocable, worldwide, royalty-free license to use any idea or feedback that you provide, without compensation or attribution.

7. PILOT AND PAID PLANS

7.1 Pilot. The Pilot is provided free of charge, requires no payment card and does not convert into a paid plan automatically. Lotta may modify or end the Pilot at any time.

7.2 Paid Plans. If Lotta offers paid plans, their price and terms will be presented before purchase, and no charge will be made unless you agree to them.

8. PRIVACY; ANALYTICS AND LOCATION CONSENT

8.1 Privacy Policy. The Privacy Policy describes Lotta's collection, use, disclosure and retention of personal information and is incorporated into these Terms by reference.

8.2 ANALYTICS AND LOCATION CONSENT. BY SIGN-UP ACCEPTANCE, YOU EXPRESSLY CONSENT, FOR THE PURPOSES OF FINDING AND CORRECTING PROBLEMS WITH, IMPROVING AND MEASURING THE USE OF THE SERVICE, AND UNDERSTANDING WHICH ORGANIZATIONS USE IT, TO THE COLLECTION DESCRIBED IN SECTION 4.2 OF THE PRIVACY POLICY, INCLUDING: (A) THE RECORDING BY LOTTA AND THE ANALYTICS PROVIDER OF YOUR USE OF THE SERVICE, INCLUDING THE TEXT AND LABELS OF THE ELEMENTS YOU CLICK; (B) THE TRANSMISSION OF YOUR IP ADDRESS TO THE ANALYTICS PROVIDER TO ESTIMATE YOUR APPROXIMATE LOCATION; (C) SESSION RECORDING, WHICH IS NOT ACTIVE AS OF THE EFFECTIVE DATE AND WILL BEGIN ONLY AFTER LOTTA NOTIFIES ACCOUNT HOLDERS IN ADVANCE; AND (D) THE USE OF YOUR IP ADDRESS TO IDENTIFY THE ORGANIZATION ASSOCIATED WITH THE NETWORK FROM WHICH YOU ACCESS THE SERVICE. THIS CONSENT IS A CONDITION OF HOLDING AN ACCOUNT, EXCEPT WHERE APPLICABLE LAW REQUIRES OTHERWISE, AND YOU MAY WITHDRAW IT ONLY BY CLOSING YOUR ACCOUNT UNDER SECTION 12.

8.3 Excluded Data. The categories of information that Section 4.4 of the Privacy Policy excludes from analytics and Session Recording remain subject to processing by Lotta to provide the Service, as the Privacy Policy describes.

8.4 Conflicts. If these Terms and the Privacy Policy conflict with respect to personal information, the Privacy Policy controls.

9. INDEMNIFICATION

To the extent permitted by law, you shall defend, indemnify and hold harmless Lotta and its members, managers, employees, contractors and agents from and against all third-party claims, and all resulting losses and reasonable defense costs, to the extent arising from: (a) your use of the Service or any Report; (b) your sharing of any Report, including any use of or reliance on it by a Recipient; (c) any decision made by you or by any Recipient; (d) Your Content; (e) your breach of these Terms; or (f) your violation of any law or of the rights of any person. This Section 9 does not apply to any liability that Lotta may not lawfully shift to you or to any claim that you successfully assert against Lotta. Lotta shall notify you of any claim subject to this Section 9 and may control its defense through counsel reasonably selected by Lotta. No settlement may require you to admit fault or to assume any non-monetary obligation without your consent.

10. DISCLAIMER OF WARRANTIES

THE SERVICE, ALL REPORTS AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY LAW, LOTTA AND ITS LICENSORS AND SUPPLIERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTY OF ACCURACY, COMPLETENESS OR TIMELINESS. LOTTA DOES NOT WARRANT THAT ANY REPORT IS CORRECT; THAT ANY PROJECT IS LEGALLY PERMITTED, PHYSICALLY POSSIBLE OR FINANCIALLY FEASIBLE OR WILL BE APPROVED; OR THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE. IF ANY WARRANTY CANNOT BE DISCLAIMED BUT ITS DURATION CAN BE LIMITED, IT IS LIMITED TO THIRTY (30) DAYS FROM THE DATE ON WHICH THE SERVICE WAS PROVIDED, OR TO THE SHORTEST LONGER PERIOD THAT THE LAW PERMITS.

11. LIMITATION OF LIABILITY

11.1 TO THE FULLEST EXTENT PERMITTED BY LAW, LOTTA AND ITS LICENSORS AND SUPPLIERS SHALL NOT BE LIABLE FOR ANY LOST PROFITS, LOST OPPORTUNITIES, LOST OR DIMINISHED PROPERTY VALUE, LOST DATA, COSTS OF DELAY OR OF SUBSTITUTE SERVICES, OR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS, THE SERVICE OR ANY REPORT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 TO THE FULLEST EXTENT PERMITTED BY LAW, LOTTA'S TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS, THE SERVICE OR ANY REPORT SHALL NOT EXCEED THE GREATER OF (A) FIFTY U.S. DOLLARS (US$50) AND (B) THE AMOUNTS THAT YOU PAID LOTTA FOR THE SERVICE DURING THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE FIRST CLAIM. THE EXISTENCE OF MULTIPLE CLAIMS SHALL NOT ENLARGE THIS LIMIT.

11.3 Essential Basis; Non-Excludable Liability. The limitations in this Section 11 form an essential basis of the bargain between you and Lotta. Nothing in these Terms, including any disclaimer, limitation, indemnity or release, excludes or limits Lotta's liability for its own fraud, willful injury to the person or property of another, gross negligence or violation of law, to the extent that applicable law does not permit such exclusion or limitation, or any other liability that cannot lawfully be excluded or limited.

11.4 Release. Subject to Section 11.3, you release Lotta from all claims arising solely from the acts or omissions of independent third parties, other users or Recipients for which Lotta is not legally responsible.

12. SUSPENSION, TERMINATION AND CLOSING OF ACCOUNTS

You may close your Account at any time by sending a request to hello@lotta.land from the email address associated with your Account. Lotta may suspend or terminate your access to the Service at any time and for any reason, including if Lotta believes that you have breached these Terms or created risk for Lotta or others. Sections 2.2, 2.4, 3 through 6 and 9 through 15 survive any termination of your access or closing of your Account.

13. AMENDMENTS

Lotta may amend these Terms and will display the amended version and its effective date. A material amendment binds you only after you accept it by checking a box or clicking a button; continued use of the Service alone does not constitute acceptance. No amendment applies to events that occurred before your acceptance, unless you agree otherwise after a dispute arises. If you decline a material amendment, Lotta may terminate your access to the Service. The activation of Session Recording within the scope of Section 8.2 is not an amendment of these Terms, and Lotta will give the advance notice described in Section 4.2 of the Privacy Policy. Section 15.10 governs amendments to Section 15.

14. GENERAL PROVISIONS

14.1 Governing Law. The laws of the State of California govern these Terms, without regard to conflict-of-laws principles. The Federal Arbitration Act governs Section 15.

14.2 Courts. Any dispute that is not arbitrated shall be brought in the state courts located in Contra Costa County, California, or, where federal jurisdiction exists, in the United States District Court for the Northern District of California, subject to applicable venue rules and to any right to another forum that the law does not permit you to waive. Either party may bring an individual claim in small claims court, and either party may seek relief from any court of competent jurisdiction to stop the infringement of its intellectual property or unauthorized access to its systems or confidential information.

14.3 Electronic Notices. You consent to receive notices and agreements electronically, except where the law requires another form of consent, delivery or record.

14.4 Assignment. You may not assign these Terms without Lotta's prior written consent. Lotta may assign these Terms, including in connection with any transaction described in Section 2.7 of the Privacy Policy.

14.5 Events Beyond Lotta's Control. Lotta is not liable for any delay or failure caused by events beyond its reasonable control, including outages of third-party services, data sources or artificial intelligence providers.

14.6 Entire Agreement; Severability; Waiver. These Terms and the Privacy Policy, together with any Separate Agreement under Section 14.9, constitute the entire agreement between you and Lotta regarding the Service. If any provision of these Terms is held unenforceable, the remaining provisions remain in effect. Lotta's failure to enforce any provision is not a waiver of that provision.

14.7 Copyright Agent. Notices of claimed copyright infringement shall be sent to Lotta's designated agent: Copyright Agent, Lotta & Co., 231 Market Place, Suite 601, San Ramon, CA 94583; telephone (925) 206-0195; email hello@lotta.land. Lotta responds to such notices as required by law and terminates, in appropriate circumstances, the Accounts of repeat infringers.

14.8 Contact. HOADU LLC, doing business as Lotta & Co., 231 Market Pl., Suite 601, San Ramon, CA 94583; hello@lotta.land.

14.9 Separate Agreements. Lotta may, in its sole discretion, agree with an organization to terms that differ from these Terms or the Privacy Policy. Any such agreement must be in writing, must expressly refer to these Terms or the Privacy Policy, and must be signed by an authorized officer of Lotta (a "Separate Agreement"). A Separate Agreement controls over these Terms and the Privacy Policy only to the extent of an express conflict, only for the Accounts and information that it identifies, and only during its term. No other communication, proposal, course of dealing or statement by any person, and no purchase order or other terms presented by an organization, modifies these Terms or the Privacy Policy.

15. INDIVIDUAL ARBITRATION; WAIVER OF CLASS ACTIONS AND JURY TRIAL

THIS SECTION 15 AFFECTS YOUR RIGHT TO SUE IN COURT. PLEASE READ IT CAREFULLY.

15.1 Covered Disputes. You and Lotta shall resolve any dispute arising from or relating to these Terms, the Service or any Report by binding individual arbitration, except: (a) individual claims within the jurisdiction of a small claims court; (b) claims under Section 14.2 to stop infringement or unauthorized access; and (c) requests for public injunctive relief under Section 15.8.

15.2 Informal Resolution. Before commencing arbitration, the party asserting a dispute shall send written notice describing the dispute and the relief requested, in the case of notice to Lotta to hello@lotta.land or to the address in Section 14.8. Within forty-five (45) days after the notice, the parties shall confer in good faith by telephone or video conference. If the dispute is not resolved within sixty (60) days after the notice, either party may commence arbitration. All limitations periods are tolled during this period. If a party does not participate, the other party may proceed when the sixty (60) days end. This Section 15.2 does not prevent small claims actions or urgent relief permitted by this Section 15.

15.3 Rules and Fees. JAMS shall administer the arbitration under its Streamlined or Comprehensive Arbitration Rules, as those rules provide, together with its Consumer Arbitration Minimum Standards where they apply. Hearings may be held by video conference unless that would prevent a fair hearing; any in-person hearing shall take place in the county in which you reside or at another location the parties agree on. Where the Consumer Arbitration Minimum Standards apply, a consumer who commences arbitration shall pay no more than the consumer filing fee those standards permit and Lotta shall pay the remainder, and if Lotta commences arbitration, Lotta shall pay the fees those standards require. Otherwise, fees are allocated under the applicable rules and law.

15.4 Demand. A demand for arbitration must state your name, your contact information and the email address associated with your Account; the claims and the facts supporting them; the relief requested, with a good-faith estimate of damages; and a confirmation that the informal resolution required by Section 15.2 was completed.

15.5 Authority of the Arbitrator. Subject to Section 15.8, the arbitrator shall decide all disputes, including the scope and enforceability of this Section 15, except that a court shall decide: challenges to the class action waiver in Section 15.7; disputes concerning Section 15.9; whether the informal resolution required by Section 15.2 was completed; and which version of this Section 15 applies. The arbitrator may award the same individual relief that a court could award, and the award is final and may be entered in any court of competent jurisdiction. The arbitrator may issue orders protecting confidential business and personal information. Nothing in this Section 15 prevents a party from discussing its own claim, obtaining advice, reporting to a governmental agency or making disclosures necessary to enforce or challenge an award.

15.6 JURY WAIVER. FOR ANY DISPUTE VALIDLY SUBJECT TO ARBITRATION, YOU AND LOTTA EACH WAIVE THE RIGHT TO A TRIAL IN COURT, INCLUDING A JURY TRIAL.

15.7 CLASS ACTION WAIVER. SUBJECT TO SECTION 15.8, CLAIMS MAY BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate the claims of more than one person except as Section 15.9 permits. If a court holds this waiver unenforceable with respect to a particular claim, that claim alone shall proceed in a court under Section 14.2 after the individual arbitrations conclude.

15.8 Public Injunctive Relief. Nothing in these Terms waives any right to seek public injunctive relief that the law does not permit to be waived. Any such request shall be brought in a court under Section 14.2. Individual claims remain in arbitration, and the court shall decide whether to stay its proceeding.

15.9 Mass Filings. If one hundred (100) or more similar demands against Lotta are filed within thirty (30) days by claimants represented by the same or coordinated counsel, the JAMS Mass Arbitration Procedures and Guidelines apply, and JAMS may administer the demands in batches. Each claimant retains an individual claim, a fair opportunity to present it and an individual award. Joint hearings require the agreement of the parties after the dispute arises. Fees are determined under the JAMS fee schedule and standards.

15.10 Opt-Out. You may opt out of this Section 15 within thirty (30) days after your first Sign-Up Acceptance by sending to hello@lotta.land, or to the address in Section 14.8, your name, the email address associated with your Account and a clear statement that you opt out of arbitration. If Lotta makes a material change to this Section 15, you may reject the change in the same manner within thirty (30) days after Lotta's notice of it, in which case the prior version continues to apply to you. An opt-out remains effective through later use of the Service and later amendments unless you later expressly agree to arbitration. Opting out does not affect your access to the Service or any other provision of these Terms.

15.11 Attorneys' Fees. Each party shall bear its own attorneys' fees unless applicable law permits a different award, and any award of fees shall follow applicable law and the JAMS standards.

15.12 Severability. If any part of this Section 15 is held unenforceable, the remainder remains in effect, except as Sections 15.7 and 15.8 provide.