HedgeLender is a stock loan brokerage that allows owners of free-trading and selected restricted stock, both U.S. and international, to receive multiple limited-recourse (nonrecourse) stock loan quotes for their portfolios as lender's compete to produce the best possible loan quote. HedgeLender provides every client with as many quotes as that client is eligible for, from as many screened sources - which we refer to as "HedgeLoan-certified" - as possible, so that the client is in the best possible position to make his/her own private placement stock loan choice.

HedgeLender allows only the what it believes to be the very best lenders to provide quotes to our clients. We use background checks, written attestations, historical track records, and customer satisfaction responses to make these determinations. Lending partners who fail to meet our standards are given a reasonable opportunity to correct deficiencies, and if they do not do so, are dropped and not permitted to provide quotes to our clients.

Our quote service is free; HedgeLender acts as a central good-faith broker, negotiator, and document processor in these transactions, and is paid a small percentage of the gross loan amount only for any successful loan. Lender's, on the other hand, compete to produce the best possible offers, and borrowers are at all times free to choose those programs with those features they seek, with no obligation or cost whatsoever until and unless they choose to undertake a loan through our organization.

All transactions are entirely between the HedgeLender partner lending entity and the client, and as with any financial transaction we expect our borrowers to read their contracts carefully and to not proceed unless they are comfortable with the terms. As a rule, HedgeLender terms are always more competitive than those avialable for similar loans in the general market. HedgeLender will always strive to assist every borrower with any matter of interest to them, from explanations to coordination of stock transfer, upon client request.

Any client, agent or other individual or entity using the HedgeLender website or contacting, processing, interacting with, or otherwise doing business with HedgeLender LLC, its staff, agents, and/or officers, is covered by the terms and statements in this Disclaimer. The Disclaimer is listed repeatedly as a link on all HedgeLender websites, and most other documentation, both written and electronic. HedgeLender has made a reasonable effort to ensure that anyone interacting with HedgeLender has read this Disclaimer prior to proceeding with our services.

HedgeLoan® is a proprietary mark of HedgeLender LLC, a registered Pennsylvania Limited Liability Corporation. HedgeLender is a provider of securities liquidity information and referral (brokering) services, and is licensed under the California Department of Corporations Finance Lender's law as a broker for these purposes in that state as a clear demonstration of that status. HedgeLender services both individual and institutional clients, and does not offer any investment (buy or sell), tax counseling, estate planning, or any other securities, equities, or other financial advice whatsoever.

HedgeLender refers its clients to selected, approved funding programs and assists its clients by helping deliver custom loan quotes for loans collateralized by stock. HedgeLender is not a hedge fund, nor does it represent any hedge fund. The word "hedge" in this website is used in accordance with the dictionary definition of hedge, i.e., "to insure or mitigate (reduce) potential loss". More than one method might be used to hedge by any of our funding managers, and those methods used will be reflected in the borrower's loan contact. We urge every client to thoroughly read their loan contracts prior to signing.

The loan programs we have packaged into our Flex, Flag, Cap, and EZ HedgeLoans, to the best of our knowledge and belief, have a history of reliable loan services to our borrowers, and these we describe as "certified". HedgeLender does not now, nor has ever authorized any individual to define "certified" as anything other than HedgeLender's support and approval, based on a good faith effort to obtain and validate any and all lender statements prior to providing loan quotes from that lender to our loan brokerage clients.

HedgeLender is not responsible or liable for actions, decisions, or assessments, real or perceived, originating from any funding entity or account manager/lender or any other third party for which HedgeLender has no control or knowledge and/or for whom HedgeLender has not authorized action, decision, or assessment. All loan contracts are presumed final and binding, and are strictly between the portfolio manager/lender and the client only; HedgeLender is never a signatory party to the loan contracts themselves.

HedgeLender does not manage, hold or influence client stocks at any time, but rather evaluates, facilitates, markets, and presents selected funding programs to HedgeLender clients. Such programs that have been selected for HedgeLender clients are referred to as "HedgeLoan-certified" or "certified" as noted.

To be explicit , the phrase "HedgeLoan-certified" or "certified" used in this website or on HedgeLender documents does not imply, connote or mean any form of third-party certification, approval, or licensure. It is a designation, applicable only to HedgeLender stock loan offerings ("products"), of simple approval, that states that to the best of HedgeLender's belief based on an analysis of the history and management of a given funding program, written attestations by the funding program manager(s), and other objective criteria released by the funding entity or otherwise publicly available pursuant to a "good faith" effort by HedgeLender to ascertain the veracity of that information, the stock loan program in question is a loan program deemed to be one of sufficient merit and one that we believe to be operated in the manner that the funder has represented; and is therefore one that HedgeLender can offer to its clients. Then and only then is the product said to be "HedgeLoan-certified".

Thus, stated simply, a "HedgeLoan-Certified" loan program, with or without the registered mark published, is one that HedgeLender, based on available representations and evidence and normal and reasonable due diligence, stands behind, and a "decertified" program is conversely one that HedgeLender no longer stands behind because it has failed to serve our clients in one or another manner.

In selecting funding programs and account managers, HedgeLender relies principally on the track record or loan experience history. HedgeLender looks for at least three years of successful funding history with satisfied clients and no unexplained anomalies or securities-related legal issues. HedgeLender also examines the academic and work backgrounds of the principals, and any other publicly available information which may include references, testimonials, statistics, email statements, etc. Finally, HedgeLender examines the mechanics of each program using information provided by the funding entities that they have released to HedgeLender, to determine the hedging methodology and compliance elements of the loan structure. Before proceeding, HedgeLender receives written assurances, responses to questions, and statements describing how each program operates as part of the normal internal validation process prior to Certification.

HedgeLender makes every reasonable effort - our definition of a "good faith" effort - to validate statements, documents, and other support material provided by its prospective funding entities, and performs normal and reasonable background checks via the Internet and other publicly available sources to qualify all of our funding programs and program managers to the best of our ability, belief, and resources.

Should any statements or representations by any funder made to HedgeLender during its due diligence process and after ultimately be proven false, misleading, or fraudulent despite written attestations and confirmation to the contrary, HedgeLender is not lliable for any such statements or representations made by such third parties (funding entities, principals, or staff) when such statement have been made without HedgeLender involvement, agreement, approval, or knowledge.

HedgeLender's responsibility in the selection of funding entities and the offering of loan programs is therefore limited to carrying out normal and reasonable due diligence and timely termination of any program that does not carry out its it funding activities as represented unless such entities give clear evidence and assurances that changes will be made to remove the conditions that led to the original non-performance. HedgeLender will terminate any funder that, within a reasonable amount of time, does not carry out promised steps to cure any deficiencies in a timely fashion. HedgeLender reserves the right to continue providing a funder's loan services conditionally (temporarily) if HedgeLender has a valid reason to be believe that progress is being made towards correction of the circumstances that led to the deficit.

Detailed information on our approved funding entities is available upon request.

HedgeLender is responsible for accurately depicting the loan programs it offers as they have been represented by the funding entities to HedgeLender, both verbally and in writing. However, liability/responsibility for false statements, should they occur, by funding entities or third paries acting on their own without HedgeLender's knowledge, approve, or consent, rests completely and without reservation on the funding entity alone. Although HedgeLender shall not be held liable for funder misrepresentations should they occur, HedgeLender will nevertheless strive continually to ensure the accuracy of all information on its website and in its documents and to correct any deficiencies in performance, or, should they remain, terminate that funding entity.

For our referral and funding program analysis services, HedgeLender is compensated on each loan. This can take the form either of Origination Fees (fees, agreed to contractually by the borrower and paid to HedgeLender for delivering a stock loan program at or shortly after borower receives his/her loan funds); or Referral Fees (paid by the funding entity to HedgeLender for referring borrowers to the funding entity.) These fees will vary depending on the transaction. In some cases, HedgeLender may be paid both origination fees and referral fees. Origination fees are always stated in the term sheet the borrower signs and agrees to. Referral fees are not stated but are available on request, as HedgeLender only acceepts such fees as paid by the lender outside of the loan and not take from the funding that has been quoted to the client.

HedgeLender does not serve as a bank or direct lender at any time, but rather acts as an independent loan brokering organization operating with a select group of approved ("certified", see above) stock-collateralized funding programs, and any client or affiliate submitting an information request or signing an application for any HedgeLender financial service does so with full agreement and understanding of this function.

HedgeLender is not a lender per se but rather a marketing and brokering organization. HedgeLender LLC does not therefore own, transfer, or handle securities in any manner at any time. It is also not a signatory to any loan document at any time. These functions are carried out by the account managers for the funding entities backing our HedgeLoan programs. These account managers may or may not be involved in funds or trading activities separately. HedgeLender has no association or involvement in any fund or trading activity occuring outside of the stock loan transaction or within it, at any time. This further extends to no buy-sell, tax, or investment advice of any type.

No HedgeLoan should be construed as a tax deferral or tax avoidance method; no HedgeLender agent or representative is permitted to represent HedgeLoan as a tax avoidance method. HedgeLender strongly urges U.S. borrowers to consult with the Internal Revenue Service and/or a licensed tax professional for guidance on tax treatment of proceeds or stocks acting as collateral for any HedgeLoan® product or service. Any and all tax matters are the sole responsibility of the borrower; HedgeLender makes no attestations or representations of an kind as to the tax status of any loan we offer.

Stated explicitly, HedgeLender LLC does not endorse, support, or advocate the use of HedgeLoan® as a tax shelter in any manner or form, and does not authorize any agent or associate to describe, claim, or otherwise market HedgeLoan® as such. HedgeLender does not operate in the Canadian province of Saskatchewan, and HedgeLoans are not available to residents of any locale where it is specifically prohibited by law or regulation. No HedgeLender agent may represent themselves as qualified to do business in any particular state, province, or country or any other locale where such representation is specifically prohibited by national, state, or local law or regulation.

U.S. borrowers who have exercised the limited recourse default provision of their HedgeLoan® are urged to correctly report the transaction as a foreclosure (default forfeiture of the stocks) when it occurs and to pay any taxes due. Corporate affiliate insiders should also report the transaction on SEC Form 4 at the loan's outset. A 1099 tax statement is issued by portfolio manager/lender when applicable, and if not received, such borrowers should request the correct form directly from their portfolio manager/lender. Taxes may apply in other cases: Consult a tax professional, the IRS, or the relevant tax authority in your country, state or province of residence for information relevant to your specific situation.

Corporate "insiders" (affiliates) must file "Form 4" to correctly report any HedgeLoan transaction. HedgeLender is not responsible for any individual or entity that does not correctly report their HedgeLoan despite being told to do so.

HedgeLoan proceeds may not be used to purchase marginable securities.

No information or statement by any HedgeLender associate, representative, or staff shall be construed as a form of tax or financial planning or stock buy/sell advice. No individual, company, or agent is authorized to offer such advice.

Unauthorized marketing or resale of HedgeLender-approved products or services is prohibited and may not be undertaken without the approval of HedgeLender LLC. Individuals under contract to HedgeLender LLC as Authorized Affiliates (agents) may represent HedgeLender products only with the consent of HedgeLender.

Individuals seeking to officially represent HedgeLender products and services in their locale or on the Internet must in any event still get approval for any marketing communications such as email messages or web pages. Any representation by any individual, regardless of their contractual status with HedgeLender, in any jurisdiction where HedgeLender has not specifically authorized that agent to carry out HedgeLoan® activities, is prohibited.

HedgeLender LLC is not responsible for statements or representations of HedgeLender products or services by any other (third) parties, including any individual or company acting as agents or any portfolio manager/lender for HedgeLender financing, that are not specifically and formally authorized by HedgeLender LLC in writing, whether such representations are by web, facsimile, email, conventional advertising, or any other media.

Resolution of any potential legal or tax issues involving HedgeLoan® financing, directly or through any third party, should be carried out by the licensed attorneys, accountants or other professional advisors of each individual client, and in consultation with the tax authorities and/or under the tax regulations for that country. For useful information on US tax law, please visit the Internal Revenue Service website. HedgeLoan® clients are expected to abide by all applicable U.S. regulation and law, including properly reporting loans if required to do under U.S. or local (foreign) regulation.

Borrowers are required to comply with all SEC and Federal Reserve regulations. Moody's Investor Services, Inc where referenced as the rating agent for investment grade status of certain HedgeLender loan products, is a private company and is not affiliated in any manner with HedgeLender, its partners, or associates. Standard and Poor's is a private corporate entity and not affiliated with HedgeLender in any manner.

More information on current closed transactions, HedgeLender legal representation, and references are available by request.

Please address any questions to assistance@hedgelender.com.