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Sponsor Terms

These Sponsor Terms govern the use of Ecolence by issuers, sponsors, fund managers and other organizations that create sponsor profiles, list investment opportunities, purchase sponsor services or otherwise participate in the Ecolence marketplace.

Last Updated: August 18, 2026

Acceptance of Sponsor Terms

These Sponsor Terms (“Sponsor Terms”) govern access to and use of sponsor-related services provided through the Ecolence platform (“Platform”).

By creating a sponsor account, submitting an investment opportunity, purchasing a sponsor subscription, publishing a sponsor profile, using sponsor features, or otherwise participating on the Platform as a sponsor, issuer, fund manager or similar organization (“Sponsor”), the Sponsor agrees to these Sponsor Terms.

These Sponsor Terms supplement the Ecolence Terms of Use. If a conflict exists between these Sponsor Terms and the general Terms of Use with respect to Sponsor services, these Sponsor Terms will control to the extent of that conflict.

If you accept these Sponsor Terms on behalf of an organization, you represent that you have authority to bind that organization.

About Ecolence

Ecolence operates an online marketplace and information platform designed to facilitate the discovery and presentation of environmental, sustainable and impact-related investment opportunities.

Ecolence provides technology, listing, information, promotional and related marketplace services to participating Sponsors.

Unless expressly agreed otherwise in writing, Ecolence is not an issuer, sponsor, manager, general partner or fiduciary of investment opportunities listed by Sponsors.

Sponsor Responsibility

Sponsors remain solely responsible for their investment offerings and activities.

Each Sponsor is responsible for determining and satisfying the legal, regulatory, financial and operational requirements applicable to its organization, investment opportunity and activities.

Participation on Ecolence does not transfer to Ecolence any responsibility that legally belongs to the Sponsor, issuer, investment manager or other party responsible for an offering.

Sponsor and Listing Eligibility

Ecolence may establish eligibility requirements for Sponsors and investment opportunities appearing on the Platform.

Ecolence may request information reasonably necessary to evaluate a Sponsor or proposed listing, including organizational information, management information, offering materials, regulatory filings, supporting documentation and other information.

Acceptance of a Sponsor or investment listing onto Ecolence is within Ecolence’s discretion and does not constitute an endorsement, certification, investment recommendation or legal approval of the Sponsor or offering.

Sponsor Representations and Warranties

The Sponsor represents that:

  • It is validly organized and authorized to conduct its activities as represented.
  • The individual establishing the account is authorized to act for the Sponsor.
  • Information supplied to Ecolence is accurate and not materially misleading.
  • It has the legal right to provide all documents, images, logos and other materials submitted.
  • Its activities through Ecolence will comply with applicable law.
  • It will not knowingly provide false, fraudulent or deceptive information.
  • It will promptly correct materially inaccurate or outdated information.
  • It will comply with applicable offering and investor-eligibility restrictions.
  • It will not use Ecolence investor information for unlawful or unauthorized purposes.

 

These representations are continuing and apply for as long as the Sponsor maintains an account, profile or investment listing on Ecolence.

Securities Law and Regulatory Compliance

Each Sponsor is solely responsible for determining the securities-law requirements applicable to its investment opportunity and ensuring that its offering, marketing, communications, investor qualification procedures and securities activities comply with applicable federal and state laws and regulations.

Sponsors are responsible for determining whether securities are properly registered, exempt from registration or otherwise lawfully offered.

Sponsors relying upon exemptions from registration are responsible for satisfying the requirements and restrictions applicable to those exemptions.

Ecolence’s acceptance, formatting, review, publication or display of an investment listing does not constitute legal advice or a determination by Ecolence that the offering complies with securities laws.

Regulation D, Regulation A and Other Offerings

Sponsors identifying an investment opportunity as being offered pursuant to Regulation D, Regulation A, Regulation Crowdfunding or another registration exemption or regulatory framework are responsible for accurately identifying the applicable exemption or framework and complying with its requirements.

Sponsors may not characterize an offering as “SEC approved,” “SEC endorsed” or use similar terminology solely because an offering or filing has been submitted to or accepted by a regulatory authority.

Sponsors must promptly notify Ecolence if the regulatory status, exemption, qualification, registration or other material legal characteristic of an offering changes.

Offering Materials

Sponsors are responsible for providing current and appropriate definitive offering materials for investment opportunities listed on Ecolence.

Depending upon the offering, materials may include private placement memoranda, offering circulars, subscription agreements, operating agreements, limited partnership agreements, financial statements, risk disclosures, regulatory filings or other applicable documents.

Sponsors must ensure that summaries and information displayed through Ecolence are consistent in all material respects with the applicable definitive offering materials.

If information displayed through Ecolence conflicts with definitive offering documents, the definitive offering documents control.

Standardized Investment Presentation

Ecolence may require Sponsors to provide information using standardized fields, categories, disclosures and presentation formats (the “Ecolence Standard Investment Profile”).

Standardized presentation is intended to improve consistency, transparency and comparability across the marketplace.

Sponsors remain responsible for the accuracy and completeness of information presented through their profiles regardless of whether Ecolence formats or organizes that information.

Ecolence may modify its standardized presentation requirements as the Platform evolves.

Financial Information and Investment Terms

Sponsors are responsible for accurately presenting financial information and material investment terms, including, where applicable:

  • Minimum investment
  • Offering size or target raise
  • Security or investment type
  • Targeted or projected returns
  • Distribution policies
  • Fees and expenses
  • Holding periods
  • Liquidity or redemption provisions
  • Capital structure
  • Material conflicts of interest
  • Material risks

Sponsors must promptly update Ecolence if material offering terms change.

Targets, Projections and Forward-Looking Statements

Any targeted returns, projected distributions, forecasts, financial models, expected exit values, environmental outcomes or other forward-looking information provided by a Sponsor must have a reasonable basis and must be presented with appropriate qualifications and disclosures.

Sponsors may not present targeted or projected performance as guaranteed.

Ecolence may require standardized disclosures near targeted or projected return information, including:

“Target returns are not guaranteed. Actual results may differ materially.”

Environmental, Sustainability and Impact Claims

Sponsors are responsible for ensuring that environmental, sustainability, climate, carbon, biodiversity, water, renewable-energy and other impact-related claims are accurate, appropriately supported and not materially misleading.

Sponsors should identify material methodologies, standards, assumptions, measurement approaches or third-party verification relevant to environmental claims where appropriate.

Sponsors may not knowingly make unsubstantiated or misleading environmental claims through Ecolence.

Ecolence may request supporting information regarding environmental or impact claims and may modify, flag, suspend or remove content that does not satisfy Platform requirements.

Duty to Maintain Current Information

Sponsors must maintain accurate and reasonably current information throughout the period in which their profile or investment opportunity is displayed on Ecolence.

Sponsors must promptly update or notify Ecolence of material developments, including:

  • Changes in offering terms
  • Changes in offering status
  • Closing or withdrawal of an offering
  • Material changes in management
  • Material regulatory developments
  • Material changes to investment risks
  • Changes to definitive offering documents
  • Material changes to environmental or impact claims

Offering Status

Sponsors are responsible for accurately communicating whether an opportunity is Coming Soon, Open, Closing Soon, Closed, Fully Subscribed, Withdrawn, or otherwise unavailable.

Ecolence may modify the displayed status where reasonably necessary based upon information provided by the Sponsor or other reliable information available to Ecolence.

Communications With Investors

Sponsors may receive inquiries, information requests or other communications from users through Ecolence.

Sponsors are responsible for ensuring that communications with prospective or existing investors comply with applicable securities, advertising, privacy and other legal requirements.

Sponsors may not use Ecolence to make materially false, misleading or deceptive statements.

Investor Information

Ecolence may provide Sponsor access to information from users who affirmatively request information, contact the Sponsor or otherwise choose to interact with the Sponsor.

Sponsors may use personal information received through Ecolence only for legitimate purposes associated with the user’s request, the Sponsor’s offering or other purposes permitted by applicable law and Ecolence policies.

Sponsors may not sell, improperly disclose, scrape, aggregate for unauthorized purposes or otherwise misuse personal information obtained through Ecolence.

Sponsors are responsible for maintaining appropriate privacy and information-security practices.

Analytics

Ecolence may provide Sponsors with Platform analytics such as listing views, document activity, saved listings, inquiries, engagement information or other performance metrics.

Analytics may be aggregated, estimated or subject to technical limitations and are provided for informational purposes.

Ecolence does not guarantee that analytics will be complete or error-free.

Fees and Subscription Plans

Sponsors may be required to purchase a subscription or pay other fees to access certain Ecolence services.

Applicable pricing, features, billing periods and other commercial terms will be disclosed at the time of purchase or in an applicable order, subscription or service agreement.

Unless expressly stated otherwise, Sponsor fees compensate Ecolence for Platform, listing, technology, promotional or related services and do not guarantee investment performance, investor interest, leads or capital formation.

No Guarantee of Results

Ecolence does not guarantee that a Sponsor will receive any particular number of views, inquiries, investor leads, commitments or investments through the Platform.

Ecolence does not guarantee that an investment opportunity will successfully raise capital or achieve its investment objectives.

Compensation Structure

Unless expressly disclosed otherwise under an appropriately structured arrangement, standard Ecolence Sponsor fees are intended to compensate Ecolence for Platform, subscription, listing, technology, advertising or promotional services rather than being calculated based upon whether a securities transaction occurs or the amount of capital raised.

Any service involving transaction-based compensation, securities placement activities or other regulated functions would be subject to separate terms, disclosures and regulatory arrangements as applicable.

Subscription Renewal and Cancellation

Sponsor subscription plans may renew automatically if disclosed at the time of purchase.

Sponsors may cancel subscriptions according to the cancellation procedures and deadlines applicable to their plan.

Cancellation generally prevents future renewal but does not necessarily entitle a Sponsor to a refund for fees already paid or accrued, except where required by law or expressly provided by the applicable plan.

Promotional Services

Ecolence may offer paid featured placement, sponsored listings, advertising or other promotional services.

Paid promotional arrangements may affect the visibility or placement of Sponsor content.

Ecolence may identify paid promotional content through labels such as Sponsored, Promoted, Advertisement or similar disclosures.

Sponsors may not remove, obscure or misrepresent required advertising disclosures.

License to Sponsor Materials

Sponsors retain ownership of materials they lawfully own.

By submitting content to Ecolence, the Sponsor grants Ecolence a non-exclusive, worldwide, royalty-free license to host, reproduce, format, resize, display, distribute and use the submitted content as reasonably necessary to operate, market and promote the Ecolence Platform and the Sponsor’s participation on the Platform.

This may include displaying Sponsor names, logos, investment information, photographs and other approved materials on Ecolence websites, communications and promotional materials.

Confidential Information

Sponsors should clearly identify information submitted to Ecolence that is confidential and not intended for public display.

Sponsors should not upload confidential or sensitive information into public listing fields.

Materials designated for public profiles or investment listings should be treated as information intended for display to applicable Platform users.

Intellectual Property

Sponsors may not copy, reproduce, scrape, reverse engineer or commercially exploit Ecolence proprietary technology, marketplace data, standardized presentation formats, classification systems, content or other intellectual property except as expressly authorized.

Ecolence's Right to Review, Suspend or Remove Content

Ecolence may reject, request modification of, suspend or remove a Sponsor profile, investment listing or other content where Ecolence reasonably determines that the content:

  • Violates these Sponsor Terms or Platform policies
  • Appears materially inaccurate or misleading
  • Creates legal, regulatory, security or reputational concerns
  • Is no longer current
  • Infringes third-party rights
  • Relates to an offering that has closed, been withdrawn or become unavailable
  • Is associated with unpaid Platform fees

Ecolence may also suspend Sponsor access where reasonably necessary to protect users or the Platform.

Compliance Cooperation

Sponsors agree to reasonably cooperate with Ecolence regarding questions concerning their listings, information submitted to the Platform, user complaints, potential violations of these Sponsor Terms or matters reasonably related to Platform integrity.

Ecolence may request supporting documentation where reasonably necessary to evaluate compliance with Platform requirements.

Regulatory Requests

Ecolence may preserve or disclose information when reasonably necessary to comply with applicable law, legal process, regulatory requirements or lawful governmental requests.

Sponsors remain responsible for responding to regulatory obligations applicable directly to them.

Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPONSOR SERVICES AND THE ECOLENCE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

ECOLENCE DOES NOT GUARANTEE PLATFORM AVAILABILITY, INVESTOR INTEREST, LEAD VOLUME, CAPITAL FORMATION, INVESTMENT PERFORMANCE OR ANY PARTICULAR COMMERCIAL RESULT.

Limitation of Liability

To the maximum extent permitted by applicable law, Ecolence will not be liable for indirect, incidental, special, consequential, exemplary or punitive damages arising from or relating to Sponsor participation on the Platform.

Ecolence is not responsible for investment performance, investor decisions, Sponsor offering obligations or the acts or omissions of independent third parties.

Any additional liability limitations or monetary caps will be established in the final Sponsor Terms following legal review.

Indemnification

To the extent permitted by applicable law, Sponsor agrees to indemnify, defend and hold harmless Ecolence and its affiliates, officers, directors, employees and agents from claims, liabilities, damages, losses, costs and reasonable expenses arising from or relating to:

  • Sponsor’s investment opportunity or securities offering
  • Content or materials supplied by Sponsor
  • Sponsor’s violation of applicable law
  • Materially false or misleading information provided by Sponsor
  • Sponsor’s infringement of third-party rights
  • Sponsor’s misuse of investor information
  • Sponsor’s breach of these Sponsor Terms

Termination

A Sponsor may discontinue participation subject to applicable subscription, cancellation and outstanding payment obligations.

Ecolence may suspend or terminate Sponsor access for material violations of these Sponsor Terms, nonpayment, legal or regulatory concerns, misuse of the Platform or other circumstances described in these Sponsor Terms.

Provisions that by their nature should survive termination—including intellectual property, confidentiality, disclaimers, liability provisions and indemnification—will survive as applicable.

Changes to Sponsor Terms

Ecolence may update these Sponsor Terms periodically to reflect changes in Platform functionality, services, pricing structures, legal requirements or business practices.

The “Last Updated” date will indicate the most recent revision.

Where required or appropriate, Ecolence may provide Sponsors with additional notice of material changes.

Governing Law and Dispute Resolution

These Sponsor Terms will be governed by the laws identified in the final Sponsor Terms, subject to applicable law.

Sponsors and Ecolence are encouraged to attempt to resolve disputes informally before initiating formal proceedings.

Any provisions concerning venue, arbitration, class-action waivers or other dispute-resolution procedures will be established in the final Sponsor Terms following legal review.

Independent Relationship

Nothing in these Sponsor Terms creates a partnership, joint venture, employment, agency, fiduciary or similar relationship between Ecolence and a Sponsor solely by reason of the Sponsor’s participation on the Platform.

Neither party has authority to bind the other except as expressly agreed in writing.

Entire Agreement

These Sponsor Terms, together with the Ecolence Terms of Use, applicable policies, subscription terms and any separate written agreement entered into between Ecolence and the Sponsor, govern the Sponsor’s general participation on the Platform.

If a separately executed written agreement expressly conflicts with these Sponsor Terms, the separately executed agreement will control to the extent specified in that agreement.

Contact

For questions regarding Sponsor accounts, investment listings, subscriptions or these Sponsor Terms, please contact Ecolence through our Contact page.