Frello – Terms of Use

Effective Date: January 1, 2025
Legal Entity: Rizing Tides, Inc. d/b/a Frello
Address: 805 Glenburnie Rd Unit 17325, Richmond, VA 23226-4035
Contact: [email protected]

1. Acceptance of Terms

These Terms of Use (“Terms”) constitute a legally binding agreement between you (“you,” “your,” or “user”) and Rizing Tides, Inc. d/b/a Frello (“Frello,” “we,” “us,” or “our”) and govern your access to and use of the Frello website, mobile application, and related services (collectively, the “Platform”).

By accessing or using the Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Platform.

2. About Frello – Marketplace Only

Frello is a connection and networking platform designed to introduce users who may be interested in private or hard money funding arrangements for real estate investment purposes such as fix-and-flip or renovation projects.

You understand and agree that:

• Frello is NOT a lender.
• Frello does NOT broker loans, arrange financing, or make credit decisions.
• Frello does NOT originate, underwrite, service, or fund loans.
• Frello does NOT provide financial, legal, tax, or investment advice.
• Any funding agreements are strictly between users outside of Frello.

Frello’s role is limited to facilitating introductions between users through its connection platform.

3. Eligibility

To use Frello, you must:

• Be at least 18 years old
• Be a resident of the United States
• Create a valid user account
• Agree to these Terms and all applicable laws
• Not be prohibited from receiving services under U.S. law
• Use the Platform for lawful purposes only

We reserve the right to refuse service to anyone at any time and for any reason.

4. User Types

The Platform may be used by different types of users, including but not limited to:

• Individuals or entities seeking to connect with capital providers for real estate investment purposes
• Individuals or entities seeking to connect with capital seekers for potential private funding opportunities

For simplicity, all parties are referred to as “users” in this agreement.

5. Account Registration

To access certain features of the Platform, you must create an account and provide accurate, current, and complete information. You agree to:

• Maintain the security of your login credentials
• Notify Frello immediately of unauthorized access
• Be responsible for all activity that occurs under your account

Accounts may not be shared, transferred, or used for any illegal activity.

6. Marketplace Role & No Guarantee

You acknowledge:

• Frello does not guarantee matches, funding, business outcomes, or return on capital.
• Frello is not a party to any agreement made between users.
• All due diligence is your sole responsibility.
• Frello does not verify, endorse, or guarantee any user, deal, project, loan, terms, or representations.

Users are strongly encouraged to seek independent legal and financial advice before entering into any agreements.

7. No Professional Advice

Information on the Platform is for general informational purposes only. Nothing provided by Frello should be considered:

• Investment advice
• Lending advice
• Financial advice
• Real estate advice
• Legal advice
• Tax advice

You are solely responsible for your decisions.

Memberships • Fees • User Obligations • Verification • Content • Prohibited Use

8. Memberships and Access Levels

Frello offers different membership tiers that provide varying levels of access and platform features. Membership options may include but are not limited to:

• Free/basic membership
• Verified membership
• Premium or enhanced access

Frello may modify, add, or remove membership tiers at any time. Membership benefits are not guarantees of funding, matches, or business outcomes.

All memberships are annual subscriptions and auto-renew each year unless canceled before the renewal date through your account settings.

9. Fees and Billing

You agree to pay all fees associated with your use of Frello, including:

• All fees are listed in U.S. dollars.
• Fees are non-refundable except where required by law.
• By subscribing, you authorize Frello to auto-charge the payment method on file.

10. Refund Policy

All fees, including membership fees and connection fees, are non-refundable.
However, Frello may, at its sole discretion, offer credits toward future services in rare circumstances.

11. Connection Limits and Matchmaking

Frello provides a platform to facilitate introductions between users. You acknowledge:

• Frello does not guarantee the number of matches or connections.
• Frello does not guarantee the activity or responsiveness of other users.
• Frello may limit connection attempts to prevent spam or abuse.

12. User Verification

To promote safety on the platform:

• Users may be required to verify identity using a third-party KYC provider.
• Borrowers may undergo a soft credit pull for identity and credibility verification.
• Frello may require additional documentation at any time to confirm account legitimacy.
• Verification levels (e.g. “verified lender”) reflect only that a user has passed a verification check—not credibility or financial reliability.

Verification does not mean Frello endorses or approves any user.

13. Communication on and off the Platform

Users may communicate through Frello’s messaging system. Once connected, users may choose to move communication off-platform.

You agree:

• Not to share misleading or fraudulent information.
• Not to solicit illegal financial transactions.
• That any agreements made off-platform are outside Frello’s control.

Frello does not mediate, participate in, or enforce agreements between users.

14. User Responsibilities

By using Frello, you agree to:

• Conduct independent due diligence before entering into any agreement.
• Provide accurate and truthful information on your profile.
• Comply with all federal and state laws, including those governing lending, interest rate limits, real estate, and business activities.
• Be solely responsible for any agreements or actions you take as a result of connections on the platform.

15. Prohibited Activities

You agree not to use Frello for:

• Illegal or fraudulent activity
• Loan brokering or unlicensed financial services
• Money laundering or attempting to conceal funds
• Soliciting securities or investments
• Posting false, misleading, or defamatory content
• Spam, harassment, or abuse of other users
• Pyramid schemes or high-risk investment scams
• Adult, gambling, weapons, or drug-related business deals
• Cryptocurrency lending or high-interest payday-style loans

Frello reserves the right to terminate offending accounts without notice.

16. User Content

Users may upload content, including text, photos, project descriptions, and documents. By uploading content, you:

• Grant Frello a license to display the content on the platform.
• Confirm that you own the content or have rights to post it.
• Agree not to post confidential or sensitive information.

Frello may remove any content at its discretion.

17. Reviews and Ratings

Users may leave reviews after a connection is made. You agree:

• Reviews must be honest and factual.
• No defamatory or abusive reviews.
• Frello may remove or moderate reviews for abuse or fraud.

Legal Protections • Data & Third Parties • Arbitration • Termination

18. Data Security, Privacy & Third-Party Services

18.1 Privacy. Your use of the Platform is also governed by our Privacy Policy. By using Frello, you consent to the collection and use of information as described there.
18.2 Third Parties. Frello may integrate with, or link to, third-party services for identity verification, credit checks, payments, data connectivity, or messaging (e.g., Stripe, Plaid, a credit bureau, cloud storage, analytics). Your use of such services is subject to their terms and privacy policies.
18.3 KYC/Verification & Soft Credit Pull. To promote platform integrity, we may use third-party providers to perform identity verification, sanctions screening, fraud checks, and soft credit pulls (which do not affect a credit score) for certain users (e.g., borrowers). You authorize these checks and represent that the information you provide is accurate.
18.4 Data Security. We use commercially reasonable safeguards to protect information; however, no system is perfectly secure. You acknowledge that you share information at your own risk and agree to use appropriate caution when sharing confidential materials with other users.
18.5 Financial Data. Payment credentials and bank data are processed and stored by third-party providers; Frello does not store full payment credentials on Frello’s servers.

19. Intellectual Property

The Platform, including software, design, text, graphics, logos, and content provided by Frello, is owned by or licensed to Frello and is protected by intellectual property laws. Except as expressly permitted, you may not copy, modify, distribute, or create derivative works. You retain ownership of any content you upload, subject to the license you grant us in Section 16.

20. DMCA Notice

If you believe content on the Platform infringes your copyrights, send a notice to [email protected] with: (a) your contact information, (b) a description of the copyrighted work, (c) the allegedly infringing material and its location, (d) a statement of good-faith belief, (e) a statement under penalty of perjury that your notice is accurate and you are authorized to act, and (f) your signature. We may remove content and, in appropriate circumstances, terminate repeat infringers.

21. Disclaimers

THE PLATFORM AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” FRELLO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE.
FRELLO DOES NOT WARRANT THAT: (A) THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE; (B) ANY MATCHES, CONNECTIONS, OR OUTCOMES WILL OCCUR; (C) OTHER USERS ARE WHO THEY CLAIM TO BE OR WILL PERFORM AS PROMISED; OR (D) ANY FUNDING WILL BE OFFERED, CLOSED, OR PROFITABLE. FRELLO IS NOT A LENDER, BROKER, ADVISOR, OR FIDUCIARY.

22. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FRELLO AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM OR ANY USER-TO-USER TRANSACTION, EVEN IF ADVISED OF THE POSSIBILITY.
IN NO EVENT WILL FRELLO’S TOTAL LIABILITY EXCEED THE AMOUNTS YOU PAID TO FRELLO IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR $100, WHICHEVER IS GREATER. SOME STATES DO NOT ALLOW LIMITATIONS OF LIABILITY; IN SUCH STATES, THE ABOVE LIMITATION SHALL APPLY TO THE FULLEST EXTENT PERMITTED.

23. Indemnification

You agree to defend, indemnify, and hold harmless Frello and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Platform; (b) your content; (c) your violation of these Terms or applicable law; or (d) your dealings or disputes with other users.

24. Suspension & Termination

We may suspend or terminate your account, access, or content at any time for any reason, including violations of these Terms, suspected fraud, failed or incomplete KYC/verification, prohibited activity, chargebacks, or to comply with legal or partner requirements. Upon termination, your right to use the Platform ceases immediately, but Sections that by their nature should survive (including 2, 6–7, 9–10, 14–15, 18–29) will survive.

25. Dispute Resolution; Arbitration; Class Action Waiver (Standard Strength)

25.1 Good-Faith Resolution. Before filing a claim, you agree to contact us at [email protected] and attempt to resolve the dispute informally within 30 days.
25.2 Binding Arbitration. If not resolved, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be resolved by binding arbitration administered by a recognized arbitration provider (e.g., AAA) under its applicable rules.
25.3 Individual Claims Only. YOU AND FRELLO AGREE THAT ARBITRATION SHALL BE ON AN INDIVIDUAL BASIS ONLY; CLASS ACTIONS AND JURY TRIALS ARE WAIVED.
25.4 Small Claims. You or Frello may bring qualifying claims in small claims court in Richmond, Virginia.
25.5 Opt-Out. You may opt out of arbitration within 30 days of first accepting these Terms by sending written notice to the mailing address in Section 29.
25.6 Venue & Governing Law. These Terms are governed by the laws of the Commonwealth of Virginia (without regard to conflicts of law). Venue for any permitted court action lies in state or federal courts located in Richmond, Virginia.

26. Changes to the Platform

We may modify, suspend, or discontinue any part of the Platform at any time without liability.

27. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will provide notice (e.g., by email or in-app). Your continued use after changes become effective constitutes acceptance of the revised Terms.

28. Assignment

You may not assign or transfer these Terms. Frello may assign these Terms without restriction.

29. Entire Agreement; Contact

These Terms constitute the entire agreement between you and Frello regarding the Platform and supersede prior agreements. If any provision is held invalid, the remainder remains enforceable.

Contact: [email protected]
Mailing Address: 805 Glenburnie Rd Unit 17325, Richmond, VA 23226-4035