Terms of Service & SMS / Investment Addendum

Parties. These Terms ("Terms") apply to all visitors, users, and subscribers of TrioDesktop CMS ("we," "us," "our"). TrioDesktop.com is the public website operated for TrioDesktop CMS and is referenced herein when relevant.

By opting into SMS, accessing our website, or participating in any investment offering, you agree to these Terms and our Privacy Policy, and you acknowledge that you have read and accepted them in full.

0. Website Use, Generally

By accessing or continuing to access this website, I certify that I'm an accredited investor under SEC criteria, or I am the decision maker or otherwise collecting information for an accredited investor, and that I agree to the sites Terms of Service and Privacy Policy.

1. SMS / Messaging Terms

1.1 SMS Consent and Communication

You must expressly agree (e.g., by checking a box, submitting your phone via form, or replying "YES") before receiving SMS messages from us. Your consent is voluntary. Mobile Opt in, SMS Consent, and phone numbers collected for SMS communication purposes will not be shared with any third party or affiliates for marketing purposes.

1.2 Types of SMS Communications, Message Content & Purpose

We send messages for purposes including marketing (i.e. ours offers), customer support (i.e. details about your account), and security alerts (i.e. unauthorized account access).

1.3 Frequency & Costs

Message frequency varies. Standard message and data rates from your mobile carrier may apply. We are not responsible for carrier charges.

1.4 Opt-In Method:

You may opt in to receive SMS messages from TrioDesktop CMS in the following ways:

• By submitting an online form

If you do not wish to receive SMS messages, you can choose not to check the SMS consent box on our forms or otherwise consent to text messaging.

1.5 Opt-Out / Termination

You may opt out at any time by replying STOP, END, CANCEL, UNSUBSCRIBE, or QUIT. After your opt-out is processed, you will receive a confirmation message and no further texts (unless you re-opt in). Alternatively, you can contact us directly to request removal from our messaging list.

1.6 Support & Contact

For assistance, reply HELP or contact us at support@cms.triodesktop.com

Standard Messaging Disclosures:

• Message and data rates may apply.
• You can opt out at any time by texting "STOP."
• For assistance, text "HELP" or visit our Terms and Conditions and Privacy Policy pages.
• Message frequency may vary.

1.7 Privacy & Data Use

Mobile Opt in, SMS Consent, and phone numbers collected for SMS communication purposes will not be shared with any third party or affiliates for marketing purposes. We collect and store your phone number, message history, and metadata solely to deliver services, manage compliance, and improve operations. We do not sell SMS contact data to third parties.

1.8 Liability Limitation & Disclaimers

We are not liable for failures in message delivery due to network issues, carrier filtering, or device errors. All messages are provided "as is."

1.9 SMS Section Part of Terms

This SMS section is part of our overall Terms of Service and governed by the same laws, venue, and arbitration provisions below.

2. Investment / Accredited Investor Clauses

2.1 Eligibility – Accredited Investors Only

Participation in investment offerings is strictly limited to accredited investors as defined under SEC Regulation D, Rule 501(a).

2.2 Definition of Accredited Investor

Under SEC rules, an individual qualifies if they meet one of the following:

• Net worth (alone or jointly with a spouse) exceeding $1,000,000, excluding the value of one’s primary residence and related liabilities.
• Income of at least $200,000 (or $300,000 jointly with a spouse) in each of the two most recent years, with a reasonable expectation of maintaining that income.
• Other qualifying categories under SEC rules, such as professional certifications or certain organizational entities.

2.3 Affidavit / Representation

All participants must sign an affidavit confirming accredited investor status. We reserve the right to request supporting documentation (e.g., third-party certification, CPA letter).

2.4 Private Offering & Investment Purpose

All securities are offered on a private, non-public basis. Investors represent that their purchase is for investment purposes, not for resale or distribution.

2.5 Risk Disclosure & No Guarantee of Returns

All investments carry risk, including total loss of capital. Past performance is not a guarantee of future results.

2.6 Governing Law, Venue & Binding Arbitration

These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-law principles.

All disputes, claims, or controversies arising from or relating to these Terms, SMS communications, or any investment participation shall be resolved exclusively through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

The venue and seat of arbitration shall be Allegheny County, Pennsylvania, and no action, suit, or proceeding may be brought in any court except to enforce or confirm an arbitration award.

By agreeing to these Terms, you waive any right to a jury trial or to bring or participate in a class action and consent to personal jurisdiction in Pennsylvania for enforcement of these Terms and related arbitration awards.

3. General Provisions

3.1 Acceptance & Changes

We may update these Terms periodically. Continued use of our services or site after changes are posted constitutes acceptance.

3.2 Severability

If any provision is held invalid, the remaining provisions remain in effect.

3.3 Entire Agreement

These Terms, along with our Privacy Policy and other posted policies, constitute the full and exclusive agreement between you and TrioDesktop CMS.

3.4 Contact Information