General Terms and Conditions

These General Terms and Conditions (hereinafter, the General Conditions) establish the relationship between internet users (hereinafter, the User or Users) within the private area of the website www.adventurees.com (hereinafter, the Website) and ADVENTUREES CAPITAL PFP, S.L. (hereinafter, ADVENTUREES), identified with Tax Number B76632793 and domiciled at Calle San Miguel 5. 38002 Santa Cruz de Tenerife (Spain), and with contact email: info@adventurees.com. ADVENTUREES is registered in the Commercial Registry of Santa Cruz de Tenerife, Volume 3319, Folio 114, Section: 8 Sheet 53353

These General Conditions will apply jointly with the Legal Notice , Privacy Policy and Cookie Policy of ADVENTUREES, and any other document regulating aspects of the Website, without one prevailing over another.

ADVENTUREES CAPITAL PFP is a Participatory Financing Services Provider, which has the relevant authorization from the CNMV and complies with the requirements of Regulation (EU) 2020/1503 of the European Parliament and of the Council of October 7, 2020. It is aimed at facilitating contact through the Website between Users seeking financing for their Projects (hereinafter, PROMOTERS or ENTREPRENEURS) and Users offering investment (hereinafter, INVESTORS). Therefore, ADVENTUREES acts as an intermediary between the PROMOTER and INVESTORS, providing neutrality and transparency and facilitating an appropriate legal framework for parties to conduct legal business on the Internet.

ADVENTUREES provides certain services to both PROMOTERS and INVESTORS, thus facilitating communication between Website Users, Project monitoring, and economic transactions related to investment and collection by Users.

Consent

Registration by Users on the Website is subject to prior express acceptance of all General Conditions in force at the time the User accesses the Website. If any User does not agree with the content or part of the content of these General Conditions, they may not register on the Website and will not be able to access or use the services offered therein. The User must carefully read these General Conditions each time they access or use any service through the Website, as they may be modified.

ADVENTUREES reserves the right to deny at any time, without prior notice and without right to compensation, access to the Website to those Users who violate these General Conditions or the particular conditions that apply to them in each case. If ADVENTUREES has reasonable grounds to believe that a use has been made that violates these General Conditions, it will be authorized to cancel the contracting made and eliminate the Profile of the infringing User.

The User is informed and expressly accepts that the personal data provided in the process of contracting services will be incorporated into an automated file, owned by ADVENTUREES, and will be processed in accordance with the Privacy Policy.

Users may at any time exercise their rights of access, rectification, cancellation and opposition, in the manner described in ADVENTUREES' Privacy Policy.

The General Conditions contained herein are applicable to all forms of access made to the Website, including Internet, mobile, or any other device.

The User declares to be of legal age and to have sufficient legal capacity to be bound by the General Conditions. Likewise, they expressly accept without exception that access to and use of the Website, its services and contents takes place under their sole and exclusive responsibility.

These General Conditions do not exclude the possibility that certain services or utilities offered through the Website are subject to special conditions, which in any case may be consulted by the User before their activation and contracting.

Access to the Website is free, gratuitous and its viewing does not require prior subscription or registration. However, access to some of the contents offered by ADVENTUREES or third parties through it is subject to prior registration.

ADVENTUREES reserves the right to make changes and modifications it deems appropriate to the Website and these General Conditions without prior notice.

Registration

When the User registers by completing the Registration Form, either as a PROMOTER or INVESTOR, they acknowledge having been aware of the content of these General Conditions and expressly declare that they accept them.

If the User registers on behalf of a legal entity, they guarantee and certify that they have all the necessary rights and powers to accept these General Conditions on behalf of the legal entity they represent.

The User guarantees that the data provided to ADVENTUREES is true and correct. In case of having provided false or inaccurate data, ADVENTUREES reserves the right to prohibit access to the Website.

Users will be responsible for the proper custody and confidentiality of any password provided by ADVENTUREES, and undertake not to assign its use to third parties, nor to allow access to unauthorized persons. Users will be responsible for the illicit use of the Website by any illegitimate third party who uses a password due to careless use or loss by the User.

The User has the obligation to immediately notify ADVENTUREES of any event that involves the improper use of passwords, such as loss or unauthorized access in order to proceed with their immediate cancellation. As long as such events are not communicated, ADVENTUREES will be exempt from any liability that may arise from such improper use of passwords by unauthorized third parties.

The User is obliged to respect the confidentiality of all private (unpublished) information of Users and Projects to which they may have had access through the Website.

ADVENTUREES Services

ADVENTUREES may provide the following services:

Main

Reception, selection and publication of participatory financing Projects consisting of:

Facilitation of loan granting

Placement without a firm commitment basis of transferable securities and instruments issued by Project Promoters or by an instrumental entity

Development, establishment and exploitation of communication channels between INVESTORS and PROMOTERS

Auxiliary

Advice to PROMOTERS.

Project analysis.

Determination of Project risk level.

Determination of any other useful variable for INVESTORS to make the investment decision.

Enabling communication channels between users, INVESTORS and PROMOTERS.

Provision of contract models for participation in Projects.

Transmission of information to INVESTORS.

Judicial and extrajudicial claim of credit rights.

Additional

Formalization of loan agreements.

Formalization of share subscription agreements.

General contracting conditions for promoters

PROMOTERS are Users interested in obtaining investment for the Projects they publish on the ADVENTUREES Website, following this process:

Register as a PROMOTER.
Upload their Project
Sign the Contract for PROMOTERS
Pass the analysis process to ensure their Project is prepared to access investment
Structure the proposal to investors and prepare a key investment data sheet
Launch the Campaign and reach the objective
Conduct a Due Diligence (only in some cases).
Formalize contracts and close the investment operation

1. Registering as a promoter

To register as a PROMOTER, it will be necessary to complete the registration form providing the necessary data and sign the Responsible Declaration of not being disqualified.

Once they have their Profile, the PROMOTER will have to enter and provide the data and all the information requested by ADVENTUREES about their Project and about themselves, when they are a natural person, or about their company, when they are a legal entity.

2. Uploading the project

The PROMOTER must complete the forms that ADVENTUREES makes available

The PROMOTER must provide:

PROJECT documentation and financial projections
Description of the company, its activity and its corporate bodies.
Company deeds (such as constitution, sales, capital increases, appointment of representatives, anti-money laundering minutes, etc.);
Share capital structure;
PROMOTER's Tax ID, and ID and curriculum vitae of the company's administrators and directors;
Information on the number of employees, the financial situation of the company, the latest annual accounts submitted and deposited in the corresponding Commercial Registry and updated financial statements;

The PROMOTER can upload the information little by little, as well as save it at any time.

3. Signing the contract for promoters

ADVENTUREES and the PROMOTER sign a Contract describing the services contracted by the PROMOTER for business development and the Campaign until investment is obtained.

4. Passing the analysis process to ensure their Project is prepared to attract investments

ADVENTUREES analyzes the information presented by the PROMOTER. The degree of preparation of the projects is measured using the Goldsmith Score tools incorporated in the Website. The Goldsmith Score allows evaluating Projects based on a series of objective criteria based on the Goldsmith Model, a proven business analysis and validation model developed by the American H. Randall Goldsmith Ph.D.

ADVENTUREES requires a Goldsmith Score higher than 60% to move to the next phase. If the required score is not exceeded, the PROMOTER must continue working on their Project until meeting the conditions required by ADVENTUREES to be ready for investment.

5. Structuring the investor proposal and completing the investment sheet.

To maximize the chances of success for each funding campaign, ADVENTUREES helps the PROMOTER develop the most suitable investment strategy. The PROMOTER must complete the investment sheet on the platform, which will include, without limits to other relevant information, all the fundamental data and risk warnings provided for in Article 23 of Regulation (EU) 2020/1503 of the European Parliament and of the Council of October 7, 2020.

Only once the Project has passed ADVENTUREES's analysis, the proposal has been structured for investors, and the information sheet has been completed on the platform, the Project will be able to receive investments.

6. Launching the campaign and reaching the target.

Once ready, the Project is made public so that interested INVESTORS can analyze the information and invest online.

The campaign period will be defined by the PROMOTER before its launch. The minimum period will be one (1) month and the maximum six (6) months.

The key investment data sheet will include information about the minimum (and maximum, if different from the minimum) amount that must be reached in the equity crowdfunding offer, as well as the consequences if the fundraising goal is not achieved within the round period.

The payment gateway MANGOPAY, from the company MANGOPAY SA, is used to route the funds. Investors' money is transferred to MANGOPAY and, only once the investment goal is reached, to the PROMOTER. If the minimum investment goal is not reached, the money is returned to the INVESTORS at no cost to them, as detailed in the PAYMENT SYSTEM section of these General Conditions.

7. Conducting due diligence (Only in some cases)
In investment rounds exceeding €100,000, PROMOTERS may be advised to conduct Due Diligence to provide greater security and confidence to Investors.

8. Closing the investment.

If the investment goal is reached, the necessary procedures are carried out to close the investment and disburse the invested amounts.

9. Prices

ADVENTUREES will apply the following fees to the PROMOTER:

Reception, preliminary basic analysis, and project admission: FREE
Issuance design and planning: €1,500 per month for a maximum of 4 months
- Economic design of the investment proposal
- Preparation of investment contracts and, where applicable, tokenization(*)
- Review of communication materials: information sheet, presentation, content, etc.
  (*) Tokenizing the investment on blockchain means issuing “Tokens” that digitally, securely, and immutably represent investment rights.
Issuance execution. Development, establishment, and operation of communication channels to facilitate funding agreements between investors and the PROMOTER:
- 1% of the funding amount (only in case of success). Includes operational management of the round and disbursements, the preparation and signing of investment contracts, and, where applicable, tokenization.
- 0.25% of the managed capital annually, that is, in the case of loans the cost is 0.25% of the managed annual volume.

The amounts described above include the cost of the payment gateway, which is mandatory due to CNMV requirements.

10. Promoter guarantees and obligations

The PROMOTER guarantees ADVENTUREES that the provided data is true and correct, that they have sufficient legal capacity, consents, and authorizations to accept these General Conditions as well as to publish the Project. ADVENTUREES informs the PROMOTER that it may verify the data and information provided to confirm their identity.

The PROMOTER guarantees ADVENTUREES that as a legal entity, it is validly constituted in Spain or another EU member state. If the PROMOTER is an individual, they guarantee ADVENTUREES that their tax residence is in Spain or another EU member state.

The PROMOTER guarantees ADVENTUREES that neither they, their partners, the administrator, nor the entity members publishing the Project are disqualified as provided for in Law 22/2003, of July 9, Bankruptcy, or equivalent regulations of other EU member states, nor are they serving a sentence for crimes or offenses against property, money laundering, socio-economic order, Public Treasury, and Social Security. Therefore, the PROMOTER agrees to sign the Responsible Declaration of not being Disqualified.

The PROMOTER guarantees ADVENTUREES that they do not already have another Project published on the Website and will not simultaneously publish more than one Project there.

The PROMOTER understands and accepts that the maximum fundraising amount for the Project cannot exceed €5,000,000, with successive funding rounds not exceeding this amount annually.

The PROMOTER guarantees ADVENTUREES that the shares, participations, or other capital-representative securities and the obligations issued comply with the provisions of Law 6/2023, of March 17, on Securities Markets and Investment Services, and the consolidated text of the Capital Companies Law, approved by Royal Legislative Decree 1/2010, of July 2. Likewise, the PROMOTER agrees to provide all information required by ADVENTUREES regarding the shares, participations, or other capital-representative securities and the obligations issued.

The PROMOTER guarantees ADVENTUREES that its Statutes or, where applicable, the Board's regulations govern the following shareholder rights: a) recognize the right to attend the Board by telematic means as provided in Article 182 of the consolidated text of the Capital Companies Law; b) recognize the right of representation in the General Board by any person; c) establish that parasocial agreements affecting the exercise of voting rights in the General Boards or the transferability of shares, participations, or other capital-representative securities will be immediately communicated to the company and by it to the other shareholders.

The PROMOTER understands and accepts that a timeframe will be set to obtain the Project's funding, so if the minimum funding goal is not reached within the set timeframe, the amounts contributed by Investors will be refunded.

The PROMOTER guarantees ADVENTUREES that they are solely responsible for any comments and/or references made, as well as the content included in the Project, such as, but not limited to, videos, photos, texts, brands, logos, trade names, articles, personal data, etc. (hereinafter, the Content). The PROMOTER has the permission and authorizations for all Intellectual and Industrial Property rights of and over the Content, as well as authorization from the holders of the personal data and/or images that may be included in said Content.

Furthermore, the PROMOTER expressly guarantees that all Content used or provided does not infringe any third-party exclusive rights of any nature, nor does it infringe the honor, privacy, or image rights of individuals or third parties. Thus, the PROMOTER declares and guarantees that they are solely responsible, indemnifying ADVENTUREES, for any claim (judicial or extrajudicial) arising or that may arise from the use of said Content.

The PROMOTER grants authorization and transfer of all rights to the Content, both Intellectual, Industrial, and Image, so that ADVENTUREES can publish and promote the Project. Therefore, ADVENTUREES may use the Content for the agreed duration of the funding campaign and/or for the legally required time during which the Content must be available to Investors.

The PROMOTER guarantees ADVENTUREES that they will collaborate and cooperate during all necessary phases of the Campaign to ensure the success of the Project and obtain funding.

The PROMOTER understands and accepts that if ADVENTUREES enables a communication channel between them and their Investors, all information sent through that channel may be published in an easily visible place on the Website for access by other Project Investors. Similarly, the PROMOTER understands and accepts that, in compliance with legislation, ADVENTUREES must make available to Investors who request it all information provided in this paragraph in a durable medium and for a period not less than five years from the end of the established investment period in the Project.

The PROMOTER guarantees ADVENTUREES and agrees that all information published about the Project is true, accurate, and complete, therefore being responsible to Investors for the information provided to ADVENTUREES for publication.

The PROMOTER guarantees ADVENTUREES and agrees to develop and carry out the Project in accordance with the purpose for which it was created and published, also ensuring compliance with all obligations contracted with Investors.

The PROMOTER guarantees ADVENTUREES and agrees to comply with these General Conditions, the Legal Notice , Privacy Policy and Cookie Policy of ADVENTUREES, respecting public interest, current legislation, and the requirements of good faith.

Considering the above, ADVENTUREES may, without obligation, review, correct, modify, delete, or inform the PROMOTER to modify, the information and Content of the Project if deemed necessary.

General Terms and Conditions for Investors

Investors are users interested in investing in projects published on the ADVENTUREES website in exchange for financial returns, following this process:

Register as an Investor.
Explore the Projects.
Enable the ability to invest.
Review the agreements and invest.
Close the investment.

1. Investor Registration

To register as an INVESTOR they must complete the registration form by providing the necessary information.

2. Exploring the Projects

REGISTERED INVESTORS on the ADVENTUREES website can view the projects available for investment. Once you have selected the project you want to invest in, you must follow the steps provided by ADVENTUREES to make the investment.

3. Enabling the Ability to Invest

Once registered, the INVESTOR must provide ADVENTUREES with all the requested information and documentation and fulfill all the legal requirements for the investment. The INVESTOR must be of legal age and have the necessary legal capacity to make the investment, whether as an individual (in their own name and representation) or as a legal entity. In the latter case, the INVESTOR must have all the necessary documents and powers to make the investment on behalf of the legal entity they belong to.

Additionally, the INVESTOR (Experienced/Non-experienced) must carefully read the Basic Information for the Client to have the necessary capacity and information to make an investment in a project or any other available information before making the investment.

An INVESTOR can be considered either an Experienced Investor or a Non-experienced Investor. Depending on the category, different conditions must be met.

Non-experienced Investor

These are individuals or legal entities that do not meet the requirements set out in Annex II of Regulation (EU) 2020/1503 of the European Parliament and the Council of October 7, 2020.

Experienced Investor

These are individuals or legal entities that meet the requirements set out in Annex II of Regulation (EU) 2020/1503 of the European Parliament and the Council of October 7, 2020. They must fit into one of the following options:

Legal entities that meet one of the following criteria:
- Owning at least 100,000 euros.
- Net turnover of at least 2,000,000 euros.
- Balance sheet of at least 1,000,000 euros.
Individuals who meet at least two of the following criteria:
- Gross personal income of at least EUR 60,000 per fiscal year, or a portfolio of financial instruments, including cash deposits and financial assets, exceeding EUR 100,000.
- The investor works or has worked in the financial sector for at least one year in a professional position requiring knowledge of the operations or services in question, or has held an executive position for at least 12 months in a legal entity specified in point 1.
- The investor has carried out significant volume transactions in capital markets with an average frequency of 10 per quarter over the past four quarters.

Users who have contracted the financial advisory service on ADVENTUREES financing instruments from an authorized investment services company.

Investors will have a template available to request treatment as experienced investors, specifying the protection they will lose by being considered as such. The application will include:

A certificate specifying which of the qualification criteria the requesting investor meets.
A statement that the requesting investor is aware of the consequences of losing the protection linked to the non-experienced investor category.
A statement that the requesting investor is responsible for the truthfulness of the information provided in the application.

ADVENTUREES will approve the application, unless there are reasonable doubts, and will notify the investor when their classification is confirmed. The approval will be valid for two years. Similarly, they will lose the status of Experienced Investors when they request it in writing to ADVENTUREES.

ADVENTUREES informs users that Experienced Investors are exposed to greater risks and enjoy less protection concerning the investment in a project.

Initial Knowledge Test and Loss Bearing Capacity Simulation

ADVENTUREES will require potential non-experienced investors to provide information about their experience, investment objectives, financial situation, and basic understanding of the risks involved in investing in general and in the types of investments through crowdfunding platforms. If they do not provide the required information or if ADVENTUREES deems that they do not have sufficient knowledge, they will be informed that the services offered on the platform may be unsuitable for them and will warn them of the risks, including the potential loss of all invested money. Non-experienced investors must explicitly acknowledge that they have received and understood the warning before they can proceed with the investment.

Additionally, potential non-experienced investors must simulate their capacity to bear losses, calculated as 10% of their net worth (as defined in Article 21 of the European Regulation), and acknowledge receipt of the results. This simulation must be repeated annually.

Each time a potential non-experienced investor or a non-experienced investor accepts a crowdfunding offer involving an investment exceeding EUR 1,000 or 5% of their net worth, whichever is higher, and prior to such acceptance, ADVENTUREES will warn the potential investor of the risk, require their express consent, and ensure they understand the investment and its risks.

4. Reviewing Agreements and Investing

The INVESTOR must review the investment conditions stipulated in the agreements provided to formalize the investment in the selected Project. If in agreement, proceed to sign. The investment process is established in the PAYMENT SYSTEM section of these General Terms and Conditions.

The non-experienced investor will have a pre-contractual reflection period during which they can revoke their investment offer or expression of interest in the crowdfunding offer at any time without justifying their decision and without incurring a penalty. The reflection period begins at the time of the investment offer or expression of interest by the potential non-experienced investor and expires at the end of four calendar days.

5. Closing the Investment

Once the contributions of all INVESTORS have been made and the target set in the Project has been achieved, the definitive formalization of the investment and the disbursement of the contributed amounts to the PROMOTER will take place.

6. Price

The INVESTOR will not have to pay to register as a User on the ADVENTUREES website. However, they must disburse the price or capital of the investment in the Project they are interested in. This amount will be determined by the INVESTOR considering the proposal of each PROMOTER and will be subject to the conditions and terms established in the Investment agreements of each Project. The INVESTOR understands and accepts that investments made by transfer or bank card may have a cost that they will have to bear if applicable.

7. Investor Guarantees and Obligations

The INVESTOR guarantees to ADVENTUREES that the provided data is truthful and correct, that they have sufficient legal capacity, consents, and necessary authorizations to accept these General Terms and Conditions and to make the investment. ADVENTUREES informs the INVESTOR that it may verify the provided data and information to confirm their identity.

The INVESTOR understands and accepts that a time frame will be set to obtain the Project's financing. If the minimum financing target is not reached within the set time frame, the contributed amounts will be refunded to the INVESTORS.

The INVESTOR understands and accepts that the activities carried out by ADVENTUREES and the information provided about the Projects do not constitute financial advisory activities or investment services, nor do they constitute recommendations by ADVENTUREES. Therefore, the INVESTOR cannot hold ADVENTUREES responsible for the decisions they have made.

The INVESTOR understands and accepts that the Projects published on ADVENTUREES are not subject to authorization and/or supervision by the National Securities Market Commission, the European Securities and Markets Authority (ESMA), or the Bank of Spain, nor do they review the information about the Projects. Likewise, the INVESTOR understands and accepts that the securities issued by the PROMOTERS are not subject to authorization and/or supervision by the National Securities Market Commission or the Bank of Spain, nor has the information provided by the PROMOTER been reviewed by the National Securities Market Commission nor does it constitute an information brochure approved by the National Securities Market Commission.

The INVESTOR understands and accepts that they could lose all or part of the invested capital, not obtain the expected financial return, and/or face liquidity risk in recovering their investment.

The INVESTOR understands and accepts that crowdfunding services are not covered by the deposit guarantee system established by Directive 2014/49/EU, and the securities or instruments admitted for crowdfunding financing acquired through its crowdfunding platform are not covered by the investor compensation system established by Directive 97/9/EC.

The INVESTOR guarantees to ADVENTUREES that they are solely responsible for any comments and/or references they may make, as well as the content they include in their Profile or Landing Page, such as videos, photographs, texts, trademarks, logos, trade names, articles, personal data, etc. (hereinafter, the Content). The INVESTOR holds the permission and authorizations for all Intellectual and Industrial Property rights of and over the Content, as well as the authorization from the holders of personal data and/or images that may be included in said Content. Furthermore, the INVESTOR expressly guarantees that all the Content they use or provide does not infringe the exclusive rights of third parties of any nature, nor infringe the rights to honor, privacy, or image of individuals or third parties. Thus, the INVESTOR declares and guarantees that they are solely responsible, with complete indemnity to ADVENTUREES, for any claim (judicial or extrajudicial) arising from the use of said Content.

The INVESTOR understands and accepts that ADVENTUREES, when enabling a communication channel between a PROMOTER and its INVESTORS, may publish all information sent through that channel in an easily visible place on the Website so that it is accessible to the other INVESTORS of the Project.

The INVESTOR guarantees to ADVENTUREES and understands and accepts that they will be obliged to fulfill the obligations they have acquired by making an investment in a Project. Considering the above, ADVENTUREES recommends that INVESTORS carefully read these General Terms and Conditions, the Basic Information for the Client, and the document outlining their acquired rights and obligations regarding the Project they are going to invest in, which will be provided before proceeding with any investment payment.

The Investor understands and accepts that the responsibility for ensuring that all information published about the Project is true, accurate, and complete lies with the PROMOTER who published the Project and not ADVENTUREES.

The INVESTOR guarantees to ADVENTUREES and is obliged to comply with these General Terms and Conditions, the Legal Notice, the Privacy Policy and Cookie Policy of ADVENTUREES, respecting the public interest, current legality, and the requirements of good faith.

Common Conditions Applicable to All Users

Adventurees Responsibility and Warranties

ADVENTUREES connects PROMOTERS, who seek funding for their Projects, with INVESTORS interested in financing these Projects in exchange for economic returns. Similarly, ADVENTUREES facilitates interaction between Users on the Website for various purposes. Thus, ADVENTUREES is considered an intermediary under the terms of Law 34/2002, of July 11, on Information Society Services and Electronic Commerce (LSSI).

ADVENTUREES is not responsible for obligations assumed and/or rights acquired through contracts made between Users. As an intermediary, it's the Users who are responsible for fulfilling the commitments they have undertaken.

ADVENTUREES is not obligated to and does not control how Users use the Website, its contents, or the services offered. Thus, ADVENTUREES does not guarantee that Users will use the Website, its contents, and services in accordance with these General Conditions or in a diligent and prudent manner.

ADVENTUREES complies with the regulations on Crowdfunding Platforms and will update the status of participations in Projects daily, including the percentage of financing assumed by INVESTORS who are considered Experienced in the Projects.

ADVENTUREES will announce on the Website when the investment period for the Projects has ended. However, the information received and published about the Projects will remain available to INVESTORS on the Website for at least twelve months after the investment period has ended.

ADVENTUREES does not control or guarantee the absence of viruses or other elements in the Website's content that may cause alterations in Users' computer systems (software and hardware) or electronic documents and files stored in their computer systems. ADVENTUREES is exempt from any liability for damages of any kind that may result from the presence of viruses in the content that may cause alterations in the computer system, electronic documents, files, etc.

ADVENTUREES has the right to temporarily suspend access to the Website without notice, for urgent maintenance needs or for Website security reasons, as well as the right to permanently provide or cancel services or the Website, attempting to notify Users in advance whenever circumstances permit.

ADVENTUREES may cease its activity as a Crowdfunding Platform at any time. In compliance with Article 12.2.j of the Regulation (EU) of the European Parliament and the Council on European providers of crowdfunding services for businesses, mechanisms are in place to ensure the continued provision of essential or critical services related to investments and the proper administration of agreements between ADVENTUREES and its clients. These procedures include measures to ensure the continuity of ongoing loans.

ADVENTUREES has the right, but not the obligation, to oppose and/or remove any User Content that violates these General Conditions and any of its Policies from the moment it becomes aware, as well as to deny or cancel access to the Website to any person or entity at ADVENTUREES's discretion.

ADVENTUREES provides Users and third parties with a system for submitting and resolving complaints or claims from Users of the ADVENTUREES Website. Complaints or claims should preferably be submitted electronically, provided it allows for the reading, printing, and preservation of documents supporting the complaint or claim, sent to the following email address: quejasyreclamaciones@adventurees.com. If not, they can be submitted in person or through a representative in paper format at any ADVENTUREES office. For more information, Users can consult ADVENTUREES's Complaints and Claims System.

ADVENTUREES warns users of the risk of excessive indebtedness that may result from obtaining financing through the platform for PROMOTERS who are considered consumers.

Payment System

ADVENTUREES channels payments through the payment gateway MANGOPAY, operated by MANGOPAY S.A., so that the money is stored in an electronic wallet until the successful closure of the investment. As part of the Services, the User must also accept the Terms and Conditions of MANGO PAY (hereinafter "Third-Party Conditions"), an authorized electronic money entity. These Third-Party Conditions will form an integral part of this document and will supplement and, if applicable, prevail over the provisions of these Contracting Conditions. The procedure of the Payment Platform, MANGOPAY, used by ADVENTUREES is as follows:

Identification of the ENTREPRENEUR in MANGOPAY S.A. – Creation of an "electronic wallet" for the ENTREPRENEUR.

1.1. ADVENTUREES sends the ENTREPRENEUR's information to MANGOPAY S.A.

1.2. MANGOPAY S.A. validates the ENTREPRENEUR's legal information (data and documents).

1.3. MANGOPAY S.A. creates a User account and an electronic wallet for the ENTREPRENEUR.

1.4. MANGOPAY S.A. sends ADVENTUREES the ENTREPRENEUR's User and wallet identifier. These identifiers are stored in ADVENTUREES's database.

Identification of the INVESTOR in MANGOPAY S.A. – Creation of an "electronic wallet" for the INVESTOR.

1.5. ADVENTUREES sends the INVESTOR's information to MANGOPAY S.A.

1.6. MANGOPAY S.A. validates the INVESTOR's legal information (data and documents).

1.7. MANGOPAY S.A. creates a User account and an electronic wallet for the INVESTOR.

1.8. MANGOPAY S.A. sends ADVENTUREES the INVESTOR's User and wallet identifier. These identifiers are stored in ADVENTUREES's database.

Money transfer from each INVESTOR to MANGOPAY S.A.

1.9. The INVESTOR indicates to ADVENTUREES the amount they wish to invest and the payment method: card or bank transfer.

When card payment is chosen:

1.9.1. The INVESTOR provides MANGOPAY S.A. with their card details.

1.9.2. MANGOPAY S.A. validates the INVESTOR's card.

1.9.3. MANGOPAY S.A. issues a unique code (token) to ADVENTUREES, valid for 30 minutes, to use the card for a single charge.

1.9.4. ADVENTUREES issues a charge order to the card, using the token, for the amount indicated by the INVESTOR.

1.9.5. The invested amount is transferred to the INVESTOR's previously created electronic wallet. MANGOPAY S.A. returns a transaction identifier to ADVENTUREES, which is stored in the database.

When bank transfer is chosen:

11.9.6. ADVENTUREES sends MANGOPAY S.A. the INVESTOR's identifier and the amount they wish to invest.

1.9.7. MANGOPAY S.A. sends ADVENTUREES the bank account details to which the INVESTOR must make the transfer.

1.9.8. The INVESTOR transfers the amount to be invested to the indicated MANGOPAY S.A. bank account.

1.9.9. MANGOPAY S.A. receives the amount in its bank account and adds the funds to the previously created INVESTOR's electronic wallet.

1.9.10. MANGOPAY S.A. notifies ADVENTUREES that the transaction has been completed and sends a transaction identifier, which is stored in the database.

If the investment target is reached, the investment agreements are validated and the money is transferred to the ENTREPRENEUR

1.10. Once the investment goal is reached, ADVENTUREES proceeds to verify and validate the legal operation, which means:

1.10.1. In case of a capital increase:

1.10.2. Verifying that the capital increase agreements between ENTREPRENEURS and INVESTORS are correct and comply with current legislation.

1.10.3. Contacting the INVESTORS to formalize the signing of capital increase agreements between INVESTORS and ENTREPRENEURS.

1.10.4. In case of loans:

1.10.5. Verifying that the loan agreements between ENTREPRENEURS and INVESTORS are correct and comply with current legislation.

1.10.6. Contacting the INVESTORS to formalize the signing of loan agreements between INVESTORS and ENTREPRENEURS.

Only and exclusively after the legal operation is verified and validated is the money transferred to the ENTREPRENEUR, as follows:

1.11. For each investment made, ADVENTUREES issues a transfer order from the INVESTOR's wallet to the ENTREPRENEUR's wallet for the invested amount.

1.12. The ENTREPRENEUR provides MANGOPAY S.A. with their bank account details. MANGOPAY S.A. creates a "bank account" field for the ENTREPRENEUR. MANGOPAY S.A. sends ADVENTUREES an identifier of the "Bank Account" field, which is stored in the database.

1.13. Using the ENTREPRENEUR's wallet identifier provided by MANGOPAY S.A. and the "bank account" identifier, ADVENTUREES issues a transfer order from the ENTREPRENEUR's wallet to the ENTREPRENEUR's bank account (PayOut).

1.14. MANGOPAY S.A. sends ADVENTUREES a transaction identifier, which is stored in the database.

1.15. After the Investment is closed, ADVENTUREES issues a charge to the ENTREPRENEUR's "bank account" for the amount corresponding to the services provided.

1.16. At the end of each month, MANGOPAY S.A. charges ADVENTUREES the transaction fees for the transactions made, corresponding to both the ENTREPRENEUR and the INVESTOR.

In the case of a capital increase, the operation is made public according to the usual notary procedure:

1.17. Submission of the disbursement certificates issued by the bank of the ENTREPRENEUR and MANGOPAY S.A.

1.18. ADVENTUREES ensures that the bank of the ENTREPRENEUR to which the funds are transferred will not allow the ENTREPRENEUR to dispose of the money until the capital increase deed duly registered in the corresponding trade registry is received by said bank.

1.18. If the investment target is not reached, the money is returned to the INVESTORS.

For each investment made, ADVENTUREES issues to MANGOPAY S.A. either a Refund order (Refund) for the Investments made by card, or a transfer order (PayOut) for the Investments made by bank transfer.MANGOPAY S.A. transfers the money from the INVESTOR's e-wallet to his/her card or bank account, at no cost to the INVESTOR.

MANGOPAY S.A. sends ADVENTUREES a transaction identifier, which is stored in the database.

Each refund entails a small transaction fee, which MANGOPAY S.A. charges to ADVENTUREES.

In case of loans, repayment by the ENTREPRENEUR to the INVESTORS.

The process of loan repayment by the ENTREPRENEUR to the INVESTORS is as follows:

2.1 After the round is finished and after the funds have been transferred to the ENTREPRENEUR, the loan repayment installments are generated, according to the parameters entered (principal, number of installments, grace period, etc.).

2.2. Each INVESTOR provides MANGOPAY S.A. with their bank account information. MANGOPAY S.A. creates a "bank account" field for each INVESTOR. MANGOPAY S.A. sends to ADVENTUREES "Bank Account" field identifier which is stored in the database.

2.3. When the due date of an installment is reached, ADVENTUREES issues a charge to the bank account of the ENTREPRENEUR for the installment amount plus the MANGOPAY S.A. fees. After receiving the funds in the wallet of the ENTREPRENEUR, ADVENTUREES issues a transfer order from the wallet of the ENTREPRENEUR to the wallet of each INVESTOR, for the amount that each INVESTOR must receive. In addition, it issues a transfer order from the ENTREPRENEUR's wallet to the ADVENTUREES' wallet in MANGOPAY S.A. for the amount corresponding to the MANGOPAY S.A. fees.

2.4. Using the wallet identifier of each INVESTOR provided by MANGOPAY S.A. and the "bank account" field identifier of the INVESTOR, ADVENTUREES issues a transfer order from the wallet of the INVESTOR to his/her bank account (PayOut), for the amount that the INVESTOR must receive.

MANGOPAY S.A. sends to ADVENTUREES an identifier of each transaction that is stored in the database.

At the end of each month, MANGOPAY S.A. charges the MANGOPAY S.A. fees to ADVENTUREES.

Miscellaneous

These General Conditions constitute the entire agreement between ADVENTUREES and the User regarding the subject matter of this document and can only be modified by a written amendment signed by an authorized person from ADVENTUREES or through the publication of a revised version by ADVENTUREES.

If any clause of these General Conditions is declared totally or partially null or ineffective, it will affect only that provision or part of it that is null or ineffective, and the rest of the General Conditions will remain in full force and effect. The affected provision or part will be considered as not included, unless it is essential to the General Conditions, in which case it will affect them in their entirety.

Users can deactivate their Profile at any time, without prejudice to any obligations they have acquired (such as payment of investments and/or any others), by notifying ADVENTUREES at the following address: info@adventurees.com. The deactivation will result in the closure of the User Profile and its Content and does not entitle the User to any compensation.

The General Conditions will be effective indefinitely from the moment of their acceptance on the Website or until the User notifies ADVENTUREES of the intention to cancel their User Profile.

ADVENTUREES and/or the Users will not be liable or in breach of these General Conditions in case of delay or failure to comply due to force majeure, in the circumstances provided by law.

Users may not transfer, in whole or in part, for a fee or free of charge, the rights or obligations acquired under these General Conditions. If this prohibition is violated, ADVENTUREES may cancel the User Profile, without prejudice to its right to take legal action for damages that may arise from this cause.

Applicable Law and Jurisdiction

These General Conditions, as well as any relationship between the Users and ADVENTUREES, will be governed by Spanish law. In case of conflict in the application or interpretation of these General Conditions, the parties submit to the Courts and Tribunals of Madrid.

Notwithstanding the foregoing, when the User is considered a Consumer, they may claim their rights as such both in Spain and in their Member State of residence in the European Union.