Terms of Use and Privacy Statement

TCF Inventory Finance, Inc. (“TCFIF”), TCF Commercial Finance Canada, Inc. (“TCFCF”) and Red Iron Acceptance, LLC (“Red Iron”, collectively, TCFIF, TCFCF and Red Iron, “Inventory Finance Companies”) are subsidiaries of TCF National Bank (“TCF Bank”) which, in turn, is a subsidiary of TCF Financial Corporation (“TCF”). This website provides a general description of the products and services offered by the Inventory Finance Companies and includes other general information pertaining to certain procedures of the Inventory Finance Companies.

The Terms of Use are primarily in Section 1, and the Privacy Statement is primarily in Section 2. The Terms of Use section focuses on, but is not limited to, your access of this website. The Privacy Statement section focuses on the collection, use and disclosure of your information by the Inventory Finance Companies whether or not you access this website.

SECTION 1. TERMS OF USE

A. Accepting the Terms of Use. By accessing this website, you agree to this Terms of Use and Privacy Statement (this “Agreement”). You may not use this website if you do not agree to this Agreement. In this Agreement, the words “we,” “us” and “our” refer to the Inventory Finance Companies, and, as applicable, their affiliates. The words “you” and “your” refer to users of this website. Your agreement applies to you individually and, if you are accessing this website in the capacity of a representative of a company, the company as well. By using this website, you represent that you have legal capacity to agree to this Agreement. If you are accessing this website in the capacity of a representative of a company, you represent that you have the authority to bind the company to this Agreement. You agree that you will comply with all applicable laws in connection with your use of this website. If you do not agree to this Agreement, you should immediately exit this website.

B. Purpose of Website. We maintain this website for customers, prospective customers and others, to obtain information regarding inventory financing programs and other services offered by us solely for business and commercial purposes, and to allow users to convey information to us. The information provided on this website does not constitute advice, an offer to buy or sell or a solicitation of business. Before acting on any information, you should consider your company’s needs, objectives and financial considerations. Products or services mentioned in this website may or may not be suitable for your company, may not be available to all customers in all geographic areas and your eligibility for particular products or services is subject to approval or acceptance by us.

C. Changing the Terms of Use. We can suspend or terminate your access to this website at any time for any reason, without notice. You agree that, except for the express terms of this Agreement or other written agreements between you and us, no confidential, fiduciary or implied contractual relationship is created between you and us, including through your use of this website, and there is nothing in this website that constitutes an agreement with you or amends or alters any written agreement we may have with you. We may delete, change, amend or add to all content of this website, including available information, features, products, services and this Agreement at any time. The most current version of this Agreement will always be posted on this website. Your access to or use of this website after the date any amended terms are posted shall be deemed to constitute acceptance of such amended terms.

D. Risk of Accessing Website. USE OF THIS WEBSITE IS AT YOUR OWN RISK AND THE INVENTORY FINANCE COMPANIES MAKE NO REPRESENTATION ABOUT THIS WEBSITE, ITS CONTENT, THE ACCURACY OR COMPLETENESS THEREOF, SERVICES PROVIDED BY THE INVENTORY FINANCE COMPANIES OR ANY THIRD PARTY. THIS WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE INVENTORY FINANCE COMPANIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OF ANY CONTENT OR INFORMATION PROVIDED BY THIS WEBSITE AND ANY WARRANTY OF NON-INFRINGEMENT. CERTAIN STATE AND PROVINCIAL LAWS MAY NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, WAIVERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS. We do not guarantee that this website will be operational at all times, including down time due to communications, network and equipment outages, failures of your equipment, maintenance or events beyond our control.

E. Electronic Transactions. You agree to do business with us electronically and you agree that we may use electronic records. Your electronic signature shall evidence your agreement to be bound by the electronic record with which it is associated with the same effect as if you had manually signed a document in writing. Your electronic signature and electronic record shall be deemed to satisfy any writing requirement of applicable law.

F. Third Party Links. Clicking on certain links within this website will take you into other websites or material not under the control of the Inventory Finance Companies and we are not responsible for the contents of any such website or link, or any link contained within a link, or any changes or updates to such websites or links. Content owned or provided by third parties may be protected by copyrights of such third parties or others and may be subject to such terms of use and other conditions as may be established from time to time by such third parties. The Inventory Finance Companies are not responsible for web casting, the placement of “cookies” by, or any other form of transmission received from, any linked site. The Inventory Finance Companies provide these links to you only as a convenience and the inclusion of any link does not imply endorsement of the link by the Inventory Finance Companies, TCF Bank or TCF. In addition, the operators of those other websites, and not TCF, TCF Bank or the Inventory Finance Companies, control those sites and determine what use will be made of information collected from users.

G. Third Party Service Providers. Third party service providers referenced on this website or referred by the Inventory Finance Companies do not represent, legally bind or act on our behalf; and each such service provider transacts business with you and its other customers independently and on a separate basis from us.

H. Passwords and Security. Use of certain features on this website may require you to create a username and/or password (together, “Password”). You may be able to obtain multiple Passwords for different authorized users, in which case these requirements apply to all Passwords. You are responsible for the security of your Password, for safeguarding your Password, and for taking precautions to prevent unauthorized use of your Password. You are responsible for all use of your Password by anyone you have authorized to use your Password, as well as for anyone who is able to use your Password due to your negligence or fault. You are responsible even if you did not intend the specific actions taken using your Password. You must notify us immediately if you become aware of unauthorized use of your Password or this website, if your Password has been lost or stolen or if there has been any breach of security of your Password. However, notice does not limit your liability until we have had reasonable time to act on your notice. We may require, for our own protection and not for your protection, minimum requirements for Passwords and mandatory changes to Passwords.

I. Analytic Tools. This website may make available to you analytic tools from time to time. You agree that: (i) the analytic tools and all of the outputs and results of those tools are expressions of opinion and not statements of fact; (ii) the outputs are contingent and may or may not occur; (iii) there are no assurances that the results will actually be realized or will have the anticipated effects on your business; (iv) past results are not a guaranty of future forecasts or performance; (v) there is no guaranty that any assumptions or sources of information in the analytic tools are correct, reliable or appropriate for your use; (vi) the tools are intended only as one data point for your use, not the sole basis for any decision and are not a substitute for your own experience and judgment; (vii) you will make your own inquiry and investigation into the forecasts and form an independent judgment concerning their reliability; (viii) any confidence level expressed in a forecast does not mean that the result has that percentage likelihood of occurring; (ix) data analyses may or may not reflect causation and may be imperfect; (x) data can contain extreme events or outliers that skew an analysis; (xi) customer profiles result from aggregation of data and, even if statistically valid, there may be uncertainty about whether a specific attribute applies to a specific customer; (xii) the tools may be used only for your legitimate and lawful commercial purposes; and (xiii) we are not in the business of providing information for your guidance or the guidance of others in their business transactions, and the tools are provided only as incidental to the business relationships that you may have with us.

J. Your Equipment, Costs and Fees. You are responsible for your own equipment that is used to access this website and you are responsible for any costs of communications relating to your use of this website. We do not currently charge any fees for your access to this website, but we reserve the right to charge fees in the future.

K. Trademarks; Intellectual Property Rights. TCF, TCF Bank, TCFIF, TCFCF and Red Iron are either trademarks or registered trademarks of TCF. All intellectual property rights associated with this website and its contents are the sole property of TCF, TCF Bank, the Inventory Finance Companies or third parties and are protected by copyright, trademark and other laws in the United States, Canada and/or other countries. Except as expressly authorized in writing by the Inventory Finance Companies, you will not copy, reproduce, use, transmit, modify, loan, sell or distribute any of the contents of this website. We grant you a non-exclusive, non-transferable, terminable and limited license to access and use this website only in accordance with the terms of this Agreement and other restrictions posted on this website. You agree to terminate use of this website and immediately delete and destroy all information from this website in your possession upon termination or revocation of this license.

L. Restrictions on Use; Indemnity. You will not upload or add information to or use this website in a way that affects this website’s security, performance, usability, function or accessibility to authorized parties. You will not seek access to unauthorized sections of this website, and you will not interfere with other users’ use of this website. You will not: (i) create or use a false identity; (ii) post or disseminate harassing, defamatory, tortious, offensive, threatening, obscene or otherwise unlawful matter; (iii) post or disseminate any matter that infringes or violates another person’s intellectual property rights; (iv) use any robot, spider or other automatic or manual process to monitor or copy this website; (v) use this website for the benefit of third parties; (f) upload any virus or other harmful programming matter; or (vi) frame this website on or incorporate this website in another website. You agree to indemnify and hold harmless TCF, TCF Bank, the Inventory Finance Companies and their respective officers, directors, employees and affiliates from and against any and all claims, losses, expenses, damages and demands incurred by any such indemnitee in connection with any claim by a third party arising out of your communications with or use of this website.

M. Jurisdiction and Governing Law. Access to this website is intended only for users located in the United States and Canada. We do not represent or warrant that the use of this website outside of the United States and Canada is lawful or permissible. Anyone accessing this website from outside of the United States and Canada is solely responsible for compliance with local laws.

For Users in the United States: TCFIF and Red Iron operate and control this website from their offices in the State of Illinois in the United States, and this Agreement is made in the State of Illinois. This Agreement and, except as otherwise expressly provided in this website, your access to and use of this website are governed by and will be construed in accordance with applicable federal law of the United States and the law of the state of Illinois, without regard to the principles of conflicts of laws. All actions, claims or disputes arising under or relating to this Agreement or this website shall be brought in the federal or state courts in the State of Illinois. You and we irrevocably submit and consent to the exercise of subject matter jurisdiction and personal jurisdiction over each party by the federal and/or state courts in the State of Illinois. You and we hereby irrevocably waive any and all objections which any party may now or hereafter have to the exercise of personal and subject matter jurisdiction by the federal or state courts in the State of Illinois and to the venue of any such suit, action or proceeding brought in any such federal or state court in the State of Illinois. You agree that the Uniform Computer Information Transaction Act (or any version thereof, adopted by any state in any form) shall not apply to this Agreement.

For Users in Canada: This website is operated and controlled by TCFIF in the United States. This Agreement and, except as otherwise expressly provided in this website, your access to and use of this website are governed by and will be construed in accordance with the federal laws of Canada and internal laws of the Province of Ontario, without regard to principles of conflicts of laws. All actions, claims or disputes arising under or relating to this Agreement or this website shall be brought in the courts of the Province of Ontario. The parties have requested that this Agreement and all communications and documents relating hereto be expressed in the English language. Les parties ont exigé que ce contrat ainsi que tous documents s’y rattachant soient redigés dans la langue anglaise.

N. Severability; Non-waiver. If any provision of this Agreement is determined to be unenforceable or invalid, such determination shall not affect the validity or enforceability of the remaining provisions. Failure by the Inventory Finance Companies to enforce any provision of this Agreement shall not be construed as a waiver thereof.

SECTION 2. PRIVACY STATEMENT

A. General. Although all transactions with the Inventory Finance Companies are solely for business or commercial purposes, we respect your concern about privacy and we have implemented certain procedures with regard to personal information which may be collected on this website or in connection with business transactions, such as personal information relating to transaction guarantors and personal information relating to individuals who do business as a sole proprietorship or general partnership without a partnership agreement. This Privacy Statement describes our privacy practices.

B. Types of Personal Information We Collect. We only collect personal information about you that is related to establishing, managing and maintaining our business relationship with you or your company.

C. Why We Collect Your Personal Information. The reasons we collect your personal information may include, but are not limited to, the following purposes: identifying you, assessing your creditworthiness, providing you with ongoing services, notifying you of changes to services or systems, improving our products and services and informing you of products and services that may interest you. Personal information that is collected may include, but is not restricted to, identification information such as your first and last name, your date of birth, your home address, your telephone number and your email address. We will request your consent at the time of collection unless consent is implied or applicable law permits collection without consent.

D. How We Collect Your Personal Information. Generally we obtain your personal information directly from you. However, we may also collect personal information about you from outside sources with your consent or without your consent if the law so authorizes.

E. Period for Which We Retain Your Personal Information. Your consent to the collection, use, communication and disclosure of personal information is valid for the length of time necessary for the Inventory Finance Companies to fulfill the purposes for which the information was obtained and any additional periods as required or permitted by law.

F. Electronic Communication. You agree that we may contact you and transmit information to you electronically (including email, text and instant messages) at any email address or telephone number (including a wireless telephone number) that you provide to us and you consent to have that information communicated with any other party who has or obtains access to such email address or telephone number. You are responsible for any charges you may incur from your wireless or other provider. You may withdraw your consent to receive marketing messages at any time, but we may still send you service messages.

G. Use of “Cookie” and Other Technologies. Many websites place permanent cookies, or permanent electronic files, on your hard drive to collect data. We may occasionally use permanent cookies and place a permanent electronic file on your computer which keeps track of the number of visits to this website and can help us maintain and improve this website in many ways. We may also use temporary cookies, which are automatically deleted at the end of a session or expire within 24 hours. BY ACCESSING OR USING THIS WEBSITE, YOU CONSENT TO OUR USE OF COOKIES ON YOUR COMPUTER HARD DRIVE. Like most websites, the Inventory Finance Companies also collect and log information automatically and through the use of electronic web beaconing tools that may be transparent to you such as your IP address, the name and location of your internet service provider, the type and version of your browser, the date and time of your visit, the length of time that you stay on this website, search queries, your click-stream data, the location that referred you to this website and the average number of pages viewed. If you visit another website prior to browsing this website, that website might place information within a URL, such as search queries, which may be logged by us. Your IP address is the identifier assigned to your particular computer when you access the internet. Depending on how you connect to the internet, your IP address may always be the same or it may change each time you access the internet. Note that logging your IP address does not provide us with other personal information, such as your name, e-mail address or home or business address.

H. When You Want Information. If you visit this website or otherwise contact us and request information, we may collect the information we believe is necessary to respond to your request. You may also submit other information and, when you do, we may collect that information.

I. Information From Third Parties. You agree that we may also collect information about you from outside sources including, without limitation, credit bureaus, your other creditors and public bodies for the purposes of confirming information about you, supplementing our data on particular attributes or determining your eligibility for products and services that we may offer you. If required and permitted by law, upon your request we will let you know if a credit report was obtained and provide the name and address of the credit bureau that issued the report. Many jurisdictions give individuals the right to correct inaccurate information in the files of credit bureaus.

J. When You Submit Content. All content and materials you submit on any public, community or group area in connection with this website will not be confidential and will become our property. We are entitled to the unrestricted use of any ideas, concepts, know-how, images or techniques contained in any such content or materials for any purpose, commercial or otherwise, including developing, producing and marketing products and services, in our sole discretion regardless of any proprietary claims or reservations of rights in the submission and without acknowledgment or compensation to you.

K. Sharing Your Information When Permitted or Required by Federal, State or Provincial Law or Agreement. You agree that, by submitting your information to us, we may share your information with other parties such as affiliates, manufacturers, distributors, service providers or other third parties when necessary or desirable for the operation of our business and when permitted or required by federal, state or provincial law or when permitted under any separate agreement with you. For example, we share information as permitted by law in order to protect against fraud, report transactions to consumer reporting agencies and other credit bureaus, respond to subpoenas and when you ask or permit us to. If at some point our business or a segment of our business that uses your information is to undergo a fundamental change, such as a sale or financing, we may also share your information on a confidential basis to potential transaction counterparties and their professional advisors as necessary for their due diligence purposes and will transfer your information to them on completion of the transaction, if required. Information provided in the United States may be shared with affiliates and others in Canada and information provided in Canada may be shared with affiliates and others in the United States.

L. Sharing Aggregated or Anonymous Data. We may share your information with other parties if we first take steps to aggregate your information with information of other users or third parties; or we otherwise remove any personal information. For example, we may aggregate the information of all persons in a particular geographic location in order to share information about the Inventory Finance Companies in that location. However, we do not guarantee that the recipients of this information will be unable to re-identify when the information we provide is combined with other information not provided by us.

M. Employee Access to Customer Information. We restrict access to personal information about you to those employees who need to know that information to perform their job at the Inventory Finance Companies. Our employees are trained to treat your information on a confidential basis, to respect customer’s privacy rights and to access customer information only when they have a business reason to know the information.

N. Security. We maintain physical, electronic and procedural safeguards to guard your personal information. Nevertheless, data, including e-mail and electronic communications using the internet, network communications facilities, telephone or any other electronic means may be accessed by unauthorized third parties when communicated by you over such telecommunications facilities. By transmitting data to us using such means, you agree that the Inventory Finance Companies are not responsible or liable for any such unauthorized third party access.

O. Contacting Us – The Inventory Finance Companies. You may contact us for any reason concerning our Privacy Statement, and you may contact us to access and request an update to any of your information either at:

Email: privacy@tcfif.com; or

Street Address: TCF Inventory Finance, Inc., PO Box 59376, Schaumburg, IL 60173. Attention: Privacy Officer


COPYRIGHT NOTICE

Copyright© 2015

TCF Inventory Finance, Inc., TCF Commercial Finance Canada, Inc., Red Iron Acceptance, LLC, TCF National Bank and TCF Financial Corporation

TCF- IF (071015)