Terms and Conditions

1. AGREEMENT TO TERMS

These Terms and Conditions (“Terms,” “Agreement”) constitute a legally binding agreement between you (“Member,” “Contractor,” “you,” or “your”) and Improvifi LLC (“Improvifi,” “we,” “us,” or “our”) governing your enrollment in and participation in the Improvifi PROgram (“PROgram”).

By enrolling in the PROgram, submitting payment, or checking the acceptance box during checkout, you acknowledge that you have read, understood, and agree to be bound by these Terms, including the Refund Policy contained herein. If you do not agree to these Terms, you may not enroll in or access the PROgram.

2. PROGRAM DESCRIPTION

The Improvifi PROgram is a comprehensive membership program designed to help contractors successfully integrate financing solutions and business growth strategies into their operations. The PROgram is delivered as a “Do It Yourself” educational and consulting service.

2.1 Program Components

Your membership includes access to:

Training and Consulting:

Initial onboarding process with welcome call and needs analysis
Optional lender enrollment support, including account and portal setup
Sales and team training, including Go-To-Market Strategies
Access to SKOOL training sessions and complete e-course library
Training Center membership (granted upon agreement execution)

Community Access:

Exclusive access to the private SKOOL community reserved for PROgram members
Open forum Q&A participation
Growth and strategy sessions
Guest speaker presentations and events

Lending Partner Access:

Multi-lender merchant lending solutions with direct ACH and soft credit pull services
Sub-prime merchant lending for clients with FICO scores ranging from 550-680 through risk-based lending and second-look programs
Direct-to-consumer lending through a network of lenders with no dealer fees and soft pull options
Secured lending programs including fast-track HI-Loans nationwide ranging from $5,000 to $400,000

Communication and Delivery:

Multiple communication channels: phone, SMS, video chat, Google Meet, Zoom webinars, private SKOOL community, and email
Continuous access to all program materials for the full duration of active membership

2.2 Program Limitations

IMPORTANT: The PROgram operates strictly as a “Do It Yourself” program. Membership does NOT include Improvifi or its employees performing work on your behalf. You are responsible for implementing the strategies, tools, and resources provided through the PROgram within your own business operations.

3. MEMBERSHIP FEES AND PAYMENT

3.1 Fee Structure

The PROgram fee is:

Annual Membership: $3,000 per year, OR
Qualified Annual Membership: $1,500 per year (based on program qualifications as determined by Improvifi)
OEM Manufacture | Partner Programs: Refer to partner addendum A

3.2 Payment Terms

Payment is due in full before or at the start of the membership period
Membership renews automatically on an annual basis by calendar date unless cancelled in accordance with Section 4
All fees are non-refundable except as explicitly provided in the Refund Policy (Section 5)
Payment grants immediate access to applicable PROgram components upon successful enrollment

3.3 Payment Methods

We accept payment via credit card, debit card, ACH transfer, or other methods as made available at checkout. By providing payment information, you represent that you are authorized to use the designated payment method.

4. CANCELLATION

4.1 Member-Initiated Cancellation

You may cancel your membership at any time by providing written notice to Improvifi. Cancellation requests must be submitted via email to tiffini@improvifi.com or through written correspondence.

Cancellation will take effect up to thirty (30) days after Improvifi formally receives your written cancellation request. You will remain responsible for all fees due through the effective cancellation date.

4.2 Automatic Renewal Opt-Out

To prevent automatic renewal, you must submit written cancellation notice at least thirty (30) days prior to your renewal date.

4.3 Improvifi-Initiated Termination

Improvifi reserves the right to terminate your membership immediately if you:

Violate any provision of these Terms
Engage in fraudulent or illegal activity
Misuse or abuse program resources or community access
Fail to make required payments
Breach the intellectual property or confidentiality provisions herein

5. REFUND POLICY

At Improvifi, we are committed to supporting contractors in successfully integrating financing solutions into their businesses. To ensure fairness and transparency, the following refund policy applies to all partnership plan fees.

5.1 Full Refund Eligibility

You are eligible for a full refund of the membership fee if:

Both you and Improvifi have made a documented good faith effort (as defined below) to complete the enrollment process within thirty (30) days of payment, AND
You are unable to gain access to the platform due to being unable to successfully enroll with any portfolio partner.

“Good Faith Effort” means:

Submitting all enrollment paperwork within ten (10) business days of receiving it
Providing required information or documentation within ten (10) business days of request
Attending at least one (1) scheduled onboarding call within thirty (30) days of payment

5.2 No Refund Eligibility

You are NOT eligible for a refund if:

You fail to make a documented good faith effort to complete the enrollment process within the timelines specified above, OR
You elect to discontinue the enrollment process due to circumstances outside the control of Improvifi or its lending partners

5.3 Early Membership Cancellation (Prorated Refunds)

If you have been successfully onboarded but choose to cancel your membership early, the following prorated refund schedule applies:

Less than 3 months active: Up to 70% refund
3 to 6 months active: Up to 50% refund
6 to 9 months active: Up to 25% refund
9 to 12 months active: No refund

Calculation Method: Refund eligibility is based on the number of full calendar months elapsed from the activation date through the date Improvifi receives written cancellation notice.

5.4 Renewal Refunds

At renewal, you have thirty (30) days from the date of renewal to request a refund. Refund eligibility will follow the same conditions outlined in this Refund Policy and will be reviewed by Improvifi leadership before approval.

5.5 Refund Request and Review Process

All refund requests must follow this process:

Submit your refund request in writing to Improvifi at tiffini@improvifi.com
A refund review call will be scheduled with an Improvifi team member
Improvifi leadership will provide a final decision within fifteen (15) business days after the review call
Approved refunds will be issued back to the original form of payment within thirty (30) business days of approval

5.6 Chargeback Waiver

By enrolling, you agree that refunds and cancellations will be handled exclusively under this Refund Policy and you waive the right to pursue duplicative remedies (such as chargebacks or payment disputes) outside its terms, except where prohibited by applicable law. Unauthorized chargebacks may result in immediate termination of membership and potential legal action to recover fees and costs.

6. INTELLECTUAL PROPERTY RIGHTS

6.1 Improvifi Proprietary Rights

All content, materials, resources, training programs, e-courses, methodologies, systems, software, tools, templates, documents, videos, recordings, and other intellectual property provided through the PROgram (“Program Materials”) are the exclusive property of Improvifi LLC and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

6.2 Limited License

Subject to your compliance with these Terms, Improvifi grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Program Materials solely for your personal business use as a Member during your active membership period. This license automatically terminates upon cancellation or termination of your membership.

6.3 Restrictions on Use

You may NOT:

Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Program Materials
Distribute, publicly display, or publicly perform Program Materials
Modify, create derivative works from, or reverse engineer any Program Materials
Remove or alter any copyright, trademark, or proprietary notices
Share your login credentials or provide access to non-Members
Record, screenshot, or capture Program Materials for distribution to others
Use Program Materials to create competing products or services

6.4 Feedback and Submissions

Any feedback, suggestions, ideas, or other submissions you provide to Improvifi regarding the PROgram become the property of Improvifi, and Improvifi may use such submissions without restriction or compensation to you.

7. CONFIDENTIALITY AND NON-DISCLOSURE

7.1 Confidential Information

During your membership, you may receive access to confidential and proprietary information of Improvifi, including but not limited to: business strategies, lending partner relationships, pricing structures, marketing strategies, customer lists, operational procedures, and proprietary methodologies (“Confidential Information”).

7.2 Non-Disclosure Obligations

You agree to:

Maintain the strict confidentiality of all Confidential Information
Not disclose Confidential Information to any third party without prior written consent from Improvifi
Use Confidential Information solely for the purpose of participating in the PROgram
Take reasonable measures to protect Confidential Information from unauthorized disclosure
Not use Confidential Information to compete with Improvifi or for any purpose outside the scope of your membership

7.3 Duration

Your confidentiality obligations shall continue during your membership and for three (3) years following termination or expiration of your membership.

7.4 Exceptions

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this Agreement by you; (b) was rightfully in your possession prior to disclosure by Improvifi; (c) is rightfully received by you from a third party without breach of confidentiality obligations; or (d) must be disclosed pursuant to law or court order (provided you give Improvifi prompt notice of such requirement).

8. MEMBER RESPONSIBILITIES AND CONDUCT

8.1 Account Security

You are responsible for:

Maintaining the confidentiality of your account credentials
All activities that occur under your account
Notifying Improvifi immediately of any unauthorized access or security breach

8.2 Accurate Information

You agree to provide accurate, current, and complete information during enrollment and to update such information as necessary to maintain its accuracy.

8.3 Prohibited Conduct

You may not:

Violate any applicable laws or regulations
Infringe upon the rights of others
Transmit harmful code, viruses, or malicious software
Harass, abuse, or harm other Members or Improvifi staff
Engage in spamming or unauthorized solicitation within the community
Attempt to gain unauthorized access to any portion of the PROgram
Interfere with or disrupt the operation of the PROgram

8.4 Community Guidelines

When participating in the private SKOOL community and other interactive features, you agree to:

Treat all Members and staff with respect and professionalism
Share constructively and support fellow Members
Refrain from posting offensive, discriminatory, or inappropriate content
Respect the intellectual property and privacy of others

9. PROGRAM SUCCESS REQUIREMENTS

9.1 Active Participation

To maximize the value of your membership, you are encouraged to:

Complete the onboarding process in a timely manner
Actively participate in training sessions and community discussions
Implement the strategies and tools provided
Maintain regular engagement with Program Materials

9.2 Implementation Responsibility

You acknowledge and agree that:

Success in the PROgram depends on your active participation and implementation
Results will vary based on numerous factors including your business model, market conditions, effort level, and external circumstances
Improvifi provides education, training, and resources but cannot guarantee specific business results or outcomes

9.3 Lending Partner Enrollment

While Improvifi provides support and access to lending partners, enrollment and approval with any specific lending partner is subject to:

The lending partner’s independent underwriting criteria
Your business qualifications and creditworthiness
Completion of required documentation and compliance requirements
Factors outside of Improvifi’s control

Improvifi makes no guarantee that you will be approved by any specific lending partner.

10. DISCLAIMERS AND LIMITATIONS OF LIABILITY

10.1 No Guarantees

IMPROVIFI MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING:

Specific business results, revenue increases, or financial outcomes
Approval by any lending partner
The suitability of financing solutions for your specific business
The accuracy or completeness of information provided by third parties

10.2 “As-Is” Provision

THE PROGRAM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

10.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPROVIFI SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE

DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES ARISING OUT OF OR RELATED TO YOUR MEMBERSHIP, EVEN IF IMPROVIFI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL IMPROVIFI’S TOTAL AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO IMPROVIFI DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

10.4 Third-Party Services

The PROgram includes access to third-party lending partners and services. Improvifi is not responsible for the acts, omissions, policies, or practices of any third party. Your relationships with lending partners are independent of your membership with Improvifi.

10.5 Technical Issues

Improvifi does not warrant that the PROgram will be uninterrupted, error-free, or free from viruses or other harmful components. You assume all risk related to technical issues or malfunctions.

11. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Improvifi LLC, its officers, directors, employees, agents, affiliates, and partners from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising from:

Your use of or inability to use the PROgram
Your violation of these Terms
Your violation of any rights of another party
Your violation of any applicable laws or regulations
Your business operations or use of financing solutions

12. MODIFICATIONS TO TERMS

12.1 Right to Modify

Improvifi reserves the right to modify these Terms at any time. We will provide notice of material changes by:

Posting the updated Terms on our website with a new “Last Updated” date
Sending notification via email to your registered email address
Posting announcement in the member community

12.2 Effect of Modifications

Continued use of the PROgram after modifications become effective constitutes your acceptance of the modified Terms. If you do not agree to the modifications, you must cancel your membership in accordance with Section 4.

12.3 Program Changes

Improvifi reserves the right to modify, suspend, or discontinue any aspect of the PROgram at any time, including but not limited to content, features, pricing, or availability of lending partners. We will make reasonable efforts to provide advance notice of material changes affecting active Members.

13. DISPUTE RESOLUTION

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of law provisions.

13.2 Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

Any dispute, controversy, or claim arising out of or relating to these Terms or your membership in the PROgram shall be resolved through binding arbitration rather than in court, except that you may assert claims in small claims court if your claims qualify.

The arbitration shall be conducted by a single arbitrator under the Commercial Arbitration Rules of the American Arbitration Association (AAA). The arbitration shall take place in Midway, Utah or remotely via videoconference at the arbitrator’s discretion.

13.3 Class Action Waiver

YOU AND IMPROVIFI AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

13.4 Exceptions

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property rights or confidential information.

13.5 Informal Resolution

Prior to initiating arbitration, the parties agree to attempt to resolve the dispute informally by contacting each other in writing and engaging in good faith negotiations for at least thirty (30) days.

14. GENERAL PROVISIONS

14.1 Entire Agreement

These Terms, together with any other agreements referenced herein, constitute the entire agreement between you and Improvifi regarding the PROgram and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral.

This Refund Policy governs and supersedes any inconsistent representations made orally or in writing regarding refunds or cancellations.

14.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

14.3 Waiver

The failure of Improvifi to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Improvifi.

14.4 Assignment

You may not assign or transfer these Terms or your membership without the prior written consent of Improvifi. Improvifi may assign these Terms without restriction.

14.5 No Agency

Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and Improvifi. You are an independent contractor and not an employee or agent of Improvifi.

14.6 Force Majeure

Improvifi shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes,

acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

14.7 Survival

Sections 6 (Intellectual Property Rights), 7 (Confidentiality and Non-Disclosure), 10 (Disclaimers and Limitations of Liability), 11 (Indemnification), 13 (Dispute Resolution), and 14 (General Provisions) shall survive the termination or expiration of these Terms.

14.8 Contact Information

For questions about these Terms or the PROgram, please contact:

Improvifi LLC

1126 N Springer View Loop Midway Utah 84049 813.965.2663

tiffini@improvifi.com Improvifi.com

14.9 Electronic Signatures and Records

You consent to receive these Terms and all related communications electronically. You agree that electronic signatures and records have the same legal effect as physical signatures and paper records.

CHECKOUT AFFIRMATION

By checking this box and completing enrollment, I acknowledge and agree that:

I have read, understood, and agree to be bound by these Terms and Conditions in their
I understand this is a “Do It Yourself” program and Improvifi will not perform work on my behalf.
I acknowledge the membership fee is $3,000 annually (or $1,500 if qualified) and understand the refund policy outlined above.
I understand my membership will automatically renew annually unless I cancel in writing at least 30 days prior to renewal.
I agree to maintain confidentiality of all proprietary information and Program Materials.
I understand that enrollment with lending partners is subject to independent approval criteria.
I agree to the dispute resolution provisions, including binding arbitration and class action waiver.
I understand that business results are not guaranteed and depend on my implementation and other factors.

END OF TERMS AND CONDITIONS