Terms and Conditions

Agreement to These Terms

These Terms and Conditions ("Terms") govern all engagements, purchases, and interactions between Vantage Advisory ("the Firm," "we," "our," or "us") and any individual or entity ("Client," "you," or "your") that accesses our website at vantage-advisory.co, engages with our services, or purchases any product from the Operator Intelligence Engine (OIE) suite.

By submitting a deal brief, purchasing a product, executing a project engagement, or accessing any deliverable from Vantage Advisory, you confirm that you have read, understood, and agree to be bound by these Terms in full. If you do not accept these Terms, you must not proceed with any engagement or purchase.

These Terms apply in addition to any separate engagement letter, service agreement, or statement of work executed between the parties. In the event of conflict, the specific engagement document shall take precedence over these general Terms.

Defined Terms

The following terms carry the meanings set out below throughout these Terms.

Financial Intelligence Only: No Advisory, Legal, or Investment Relationship

Vantage Advisory is not a licensed investment advisor, financial planner, legal practitioner, or regulated firm under any financial services legislation in any jurisdiction, including the Cayman Islands Monetary Authority Act, the UK Financial Services and Markets Act 2000, or equivalent statutes in the Caribbean region.

The Firm's deliverables are prepared to support informed decision-making by real estate professionals. They represent the analytical judgement of the Firm based on the data and assumptions provided and are intended to augment, not replace, the Client's own professional advisors.

• Deliverables do not constitute a recommendation to buy, sell, develop, hold, or take any action in relation to any real estate asset or investment.
• Deliverables do not constitute legal opinions and should not be relied upon as such in any legal proceeding, regulatory filing, or dispute.
• Deliverables do not constitute tax advice and are not a substitute for engagement with a qualified tax professional.
• The Firm does not owe the Client a fiduciary duty. No engagement with Vantage Advisory creates an agency, partnership, or regulated advisory relationship.

Clients are solely responsible for obtaining independent legal, investment, tax, and regulatory advice appropriate to their specific circumstances before making any decision based on a Vantage Advisory deliverable.

Scope of Engagements and Service Limitations

Each engagement between the Firm and a Client is scoped to the specific product or service purchased. The Firm's obligations are limited to producing the agreed deliverable based on the Input Data and information provided by the Client within the defined engagement parameters.

Any request for services outside the scope of the purchased product will require a separate written agreement and additional fees. The Firm is not obligated to perform work outside the defined scope.

Accuracy of Submitted Data and Client Obligations

The quality and accuracy of all Vantage Advisory deliverables are directly dependent on the completeness and accuracy of the Input Data provided by the Client. The Client accepts the following obligations.

1. The Client warrants that all financial figures, project details, market assumptions, and other information submitted to the Firm are accurate, complete, and not misleading to the best of the Client's knowledge.
2. The Client accepts that the Firm will rely on submitted Input Data without independent verification of third-party information unless verification is explicitly included in the scope of the engagement.
3. The Client is responsible for ensuring that it holds the right to share any data submitted, and that submission does not breach any third-party confidentiality obligation or legal restriction.
4. Where Input Data is materially inaccurate, incomplete, or changes after submission, the Client must notify the Firm promptly. The Firm shall have no liability for any analysis produced on the basis of inaccurate or incomplete data submitted by the Client.
5. The Client is responsible for providing all requested information within the timelines communicated by the Firm. Delays in Client-side information provision may result in corresponding delays to deliverable timelines, for which the Firm bears no responsibility.
6. The Client must not submit data obtained through unlawful means or in breach of any applicable data protection, confidentiality, or intellectual property law.

Fees, Payment, and Refund Policy

Fees are as set out in the applicable product listing or engagement letter at the time of purchase. All fees are quoted and payable in United States Dollars (USD) unless otherwise stated in writing. The Firm reserves the right to update its pricing at any time. Updated pricing applies to new engagements only and does not affect engagements already confirmed and paid.

• Payment in full is required before the Firm commences work on any engagement, unless an alternative payment schedule is agreed in a signed engagement letter.
• For Intelligence Toolkit products, payment is required at the point of purchase. Delivery of templates will occur upon payment confirmation.
• For Deal Intelligence Reports, Investment Committee Underwrites, and Portfolio Reviews, a 100% deposit or staged payment schedule as set out in the engagement letter is required before work commences.
• Invoices are payable within 5 business days of issuance unless otherwise agreed. The Firm reserves the right to suspend work on any active engagement where payment is overdue by more than 10 business days.

• Intelligence Toolkit purchases are final and non-refundable upon delivery of template access. Where templates are found to be materially defective, the Firm will provide a corrected version.
• For analyst engagements, where the Client cancels before any substantive work has commenced, a refund may be issued at the Firm's discretion, less any processing or administrative costs incurred.
• Dissatisfaction with analysis conclusions or outcomes does not constitute grounds for a refund. The Firm produces intelligence based on the data and assumptions provided; it does not guarantee a particular conclusion or result.
• Disputes regarding fees or refunds must be raised in writing within 14 calendar days of invoice or delivery. The Firm will not entertain fee disputes raised outside this window.

Vantage Intelligence Network: Membership Terms

The Vantage Intelligence Network ("VIN" or "the Network") is a subscription-based membership programme operated by Vantage Advisory, providing individual members with ongoing access to curated market intelligence, analytical tools, and periodic deal review outputs. Membership is personal to the subscribing individual and is not transferable.

Active members in good standing receive access to the following benefits during their subscription period.

• Weekly Market Briefings: one curated briefing per week covering relevant real estate market conditions, capital trends, and macro signals across the Firm's operating territories
• Weekly Market Signals: one concise signal publication per week highlighting deal-relevant data points, rate movements, and sector-specific indicators
• Monthly Module Drops: one new analytical template or tool released each calendar month, added to the member's content library
• Async Deal Scan: one deal scan per billing cycle, consisting of a 3 to 5 line high-level analytical read of a single deal submitted by the member. Unused scans expire at the end of each billing cycle and do not roll over.
• Credit Committee Video Debrief: two short-form video debriefs per month, each approximately five minutes in length, delivering a market or deal-type read from a credit committee analytical perspective

The Firm reserves the right to introduce, modify, or discontinue specific benefits with reasonable prior notice to members. Material reductions to the benefit schedule will be communicated at least 30 days in advance and will not take effect mid-cycle for affected members. The Firm may add new benefits to the schedule at any time without notice.

VIN memberships are available on a monthly or annual billing basis at the rates published on the Firm's website at the time of subscription. All fees are quoted and payable in United States Dollars.

Monthly subscriptions are billed on the same calendar date each month. Annual subscriptions are billed on the anniversary of the original subscription date and auto-renew at the end of each subscription year. The Firm will issue a renewal notice to the member's registered email address no less than 30 days prior to the renewal charge date. If the member does not cancel before the renewal date, the annual fee will be charged and the renewed term will be governed by these Terms as in effect at renewal.

Members may cancel their subscription at any time by following the cancellation process within the member portal or by contacting the Firm in writing. Cancellation takes effect at the end of the current paid billing period. Members retain full access to all membership benefits until that date. Access is terminated on the final day of the paid period and does not continue thereafter unless the member re-subscribes.

Members retain access to any written content, modules, briefings, or signals downloaded or copied prior to cancellation. Video content published within the Network is available by streaming only and is not available for download. Access to all video content and to the member portal is revoked at the end of the paid period, regardless of whether the member has previously viewed specific video content.

The Async Deal Scan is a high-level analytical signal produced by the Firm in response to a deal submission by the member. It is not a Deal Intelligence Report, an Investment Committee Underwrite, or any form of comprehensive analysis. Members who require full analytical treatment of a deal are directed to the Firm's standalone DIR or ICU products.

• Each scan consists of 3 to 5 lines of analytical commentary only. It does not include financial modelling, sensitivity analysis, or a structured recommendation.
• The scan is produced on the basis of the information submitted by the member. The Firm does not verify submitted figures or conduct independent market research in connection with a scan.
• The Firm will endeavour to deliver scans within a reasonable timeframe but does not commit to a specific turnaround period. Scan delivery is subject to queue position and operational capacity.
• One scan is included per billing cycle. Unused scans expire at the end of each billing cycle and do not roll over to subsequent periods.
• Members may not submit a scan on behalf of a third party or attempt to aggregate entitlements across cycles. Each scan must relate to a deal in which the submitting member has a direct, bona fide interest.

Video debriefs published within the VIN are produced as general market and analytical commentary from a credit committee perspective. They are not tailored to the circumstances of any individual member or deal. No member may represent or rely upon video debrief content as personalised advice directed at their specific situation. All debrief content is subject to the intelligence-only disclaimer set out in Section 3 of these Terms.

All briefings, signals, video content, modules, templates, and other materials published within the VIN are the sole intellectual property of Vantage Advisory. Membership grants the individual subscriber a limited, personal, non-transferable licence to access and use VIN content for their own internal business purposes during their active subscription period. Written materials, modules, briefings, and signals that are downloaded or copied prior to cancellation may be retained for personal use after cancellation, subject to the restrictions below. Video content is delivered by streaming only, carries no download entitlement, and the licence to access video content expires at the end of the paid subscription period.

• Members may not reproduce, redistribute, resell, forward, or publish any VIN content in any form to any third party.
• Members may not share login credentials or portal access with any other individual.
• Members may not use VIN content to create derivative products or services offered commercially to third parties.
• Members may not represent VIN content as their own original analysis or research.

The Firm reserves the right to suspend or terminate a member's access immediately and without refund where: the member breaches any provision of these Terms, including the content licensing restrictions above; the member submits false or misleading data via the deal scan function; the member's conduct is determined by the Firm to be prejudicial to the integrity of the Network or other members; or payment cannot be collected after reasonable retry attempts following a failed charge.

Ownership of Deliverables and Firm IP

All methodologies, analytical frameworks, proprietary models, templates, scoring systems, branded processes (including the Operator Intelligence Engine), and underlying intellectual property developed by the Firm are and shall remain the sole and exclusive property of Vantage Advisory. No engagement with the Firm transfers ownership of any Firm IP to the Client.

Upon receipt of full payment for an engagement, the Firm grants the Client a limited, non-exclusive, non-transferable licence to use the specific deliverable produced for that engagement for the Client's own internal business purposes.

• The Client may not reproduce, distribute, resell, sublicense, or publicly disclose any deliverable, in whole or in part, without the prior written consent of the Firm.
• Intelligence Toolkit templates are licensed for use by the purchasing Client or entity only. Templates may not be shared externally, resold, or redistributed.
• The Client may share a specific deliverable with its professional advisors (legal counsel, accountants, lenders) in the context of the deal or project to which it relates, provided such advisors are bound by confidentiality obligations at least equivalent to those set out herein.
• Attribution to Vantage Advisory must be retained where a deliverable is shared with third parties pursuant to the preceding clause. The Firm's name and branding may not be removed from any deliverable.

The Client retains ownership of all Input Data submitted to the Firm. The Firm's right to use Input Data is limited to producing the agreed deliverable and as described in the Privacy Policy. The Firm does not claim any ownership interest in Client-submitted data.

Limitation of Liability and Disclaimer of Warranties

The Firm shall not be liable, in contract, tort, or otherwise, for any loss, damage, cost, or liability of any kind arising from or in connection with any decision made by the Client, or any third party, based on or in reliance upon any deliverable produced by the Firm. This exclusion applies regardless of whether the Firm was advised of the possibility of such loss or damage.

To the fullest extent permitted by applicable law, the Firm's aggregate liability to the Client in connection with any engagement or series of engagements shall not exceed the total Fees paid by the Client to the Firm for the specific engagement giving rise to the claim in the 12-month period preceding the event giving rise to the claim.

In no event shall the Firm be liable for any of the following, whether arising directly or indirectly:

• Loss of profit, revenue, or business opportunity
• Loss of anticipated savings or capital gains
• Loss of data or goodwill
• Indirect, consequential, or special damages of any nature
• Any loss arising from the Client's reliance on deliverables beyond the scope of the engagement for which they were produced
• Any loss arising from inaccurate, incomplete, or misleading Input Data submitted by the Client

Nothing in these Terms limits liability for fraud, wilful misconduct, or any other liability that cannot lawfully be excluded.

No Guarantee of Investment or Development Outcomes

Real estate investment and development involves inherent risk. Projections, returns, yields, valuations, cost estimates, and all other financial outputs produced by the Firm are analytical outputs based on the assumptions and data available at the time of the engagement. They are not representations of future performance.

1. The Firm does not guarantee any return on investment, development profit, loan approval, planning consent, regulatory clearance, or any other outcome that may be referenced or implied in a deliverable.
2. Market conditions, interest rates, construction costs, occupancy rates, and regulatory environments are subject to change. The Firm bears no responsibility for changes in circumstances occurring after the date of a deliverable that affect the analysis or conclusions therein.
3. Scenario analysis, sensitivity tables, and stress testing included in deliverables represent modelled outcomes under defined assumptions only. They do not constitute a prediction or guarantee of any particular outcome.
4. The Client acknowledges that past performance of comparable assets or markets is not indicative of future results and accepts this limitation in engaging the Firm.

Mutual Confidentiality Obligations

Each party agrees to treat as confidential all non-public information disclosed by the other party in connection with an engagement, including deal details, financial data, business strategy, and proprietary methodologies.

The Firm will not disclose Client Input Data or deal specifics to any third party other than as required to deliver the engagement or as required by law. The Firm's Privacy Policy governs the handling of personal data submitted by or relating to the Client.

The Client must not disclose the Firm's internal methodologies, pricing structures, analytical frameworks, or any information marked as confidential in any deliverable to competitors, third parties providing similar services, or publicly, without the Firm's prior written consent.

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party before disclosure; (c) is independently developed by the receiving party; or (d) is required to be disclosed by law or court order, provided the disclosing party gives prompt written notice where permitted.

Dispute Resolution Process

The Firm is committed to resolving disputes efficiently and professionally. The following process applies to any disagreement arising from or in connection with an engagement or these Terms.

Either party must first raise any dispute in writing to the other party's designated contact. The parties shall have 20 business days from notification to engage in good-faith discussions with a view to resolving the matter without formal proceedings.

If the dispute is not resolved through direct discussion within the period above, either party may refer the matter to non-binding mediation under the auspices of a mutually agreed mediator or, failing agreement, a mediator appointed by the Cayman Islands Mediation and Arbitration Centre (CIMAC) or such other body as the parties agree in writing.

If mediation does not resolve the dispute within 30 days of the appointment of a mediator, either party may pursue resolution through the courts in accordance with the governing law clause below. The parties agree that any litigation shall be conducted in the Grand Court of the Cayman Islands.

Jurisdiction and Governing Law

These Terms, and any engagement, agreement, or dispute arising out of or in connection with them, are governed by and construed in accordance with the laws of the Cayman Islands.

The parties irrevocably submit to the exclusive jurisdiction of the Grand Court of the Cayman Islands for the resolution of any dispute or claim that cannot be resolved through the dispute resolution process set out in Section 12.

Where a Client is based in the United Kingdom and asserts rights under UK consumer protection legislation, nothing in these Terms shall be construed to limit any statutory rights that cannot be excluded by contract under applicable law. For the avoidance of doubt, the Firm's services are directed at business and professional clients, not consumers, and UK consumer protection regimes applicable solely to private individuals acting outside the course of their business are not engaged by engagements with the Firm.

General and Miscellaneous Provisions

These Terms, together with any applicable engagement letter, statement of work, or product description, constitute the entire agreement between the parties in relation to their subject matter and supersede all prior representations, discussions, and agreements.

If any provision of these Terms is found to be invalid, unlawful, or unenforceable, that provision shall be severed and the remaining provisions shall continue in full force and effect.

Failure by the Firm to enforce any right or provision of these Terms on any occasion does not constitute a waiver of that right or provision on any subsequent occasion.

The Firm shall not be liable for any delay or failure in performance resulting from circumstances beyond its reasonable control, including acts of God, governmental action, telecommunications failures, or other events of force majeure. The Firm will notify the Client promptly and take reasonable steps to mitigate the impact of any such event.

The Client may not assign or transfer any engagement, contract, or rights under these Terms to a third party without the prior written consent of the Firm. The Firm may assign these Terms or any engagement to a successor entity in connection with a restructuring, merger, or acquisition of the Firm's business, provided the successor is bound by obligations equivalent to those herein.

The Firm reserves the right to update these Terms at any time. Updated Terms will be published at vantage-advisory.co/terms with a revised effective date. Continued engagement with the Firm following publication constitutes acceptance of the updated Terms. Material changes affecting active engagements will be communicated to the relevant Client directly.

All formal notices under these Terms must be given in writing and delivered by email to the addresses on record for each party, or by registered post to the Firm's registered address. Email notices are deemed received upon confirmation of delivery or read receipt.

Questions and Formal Notices

For questions regarding these Terms, engagement scope, payment, or to serve formal notice under these Terms, contact the Firm at the details below.