GENERAL TERMS AND CONDITIONS OF USE OF EYEVESTOR BV

AUGUST 2024

PURPOSE AND INTRODUCTION OF THIS DOCUMENT

This document serves to inform you as a user about the rights of use of the Software as a Service (SaaS) that Eyevestor B.V. (hereinafter: "Eyevestor") offers online. What rights and obligations you (user) and we (Eyevestor) have. A user is anyone who signs up on the Eyevestor platform.

It is important that you read this document before accepting these terms. Like all Terms of Use and General Conditions, this document contains legal terms, paragraphs and new terms. We have taken great care to prepare a document that is as clear as possible.

All of our services, agreements, and terms are consolidated into this document (except for the Privacy Policy and Disclaimer because they deserve their own documents and it is important that you also take note of them on www.eyevestor.com in the footer).

Before you can create and use a user profile on www.eyevestor.com, it is necessary that you agree to these Terms and Conditions of Use and are aware of our pricing model (which can be found on our website: Pricing for companies and pricing for investors).

Above the articles there is a summary of the article

Summary of article 1: DEFINITIONS

Glossary applicable to these Terms and Conditions of Use.

1. DEFINITIONS

Eyevestor offers a modern digital solution for what has been possible analog for centuries.

In this digital environment, companies can set up a legal structure (eyeventure) and manage and issue these digitised securities (eyecons) in a fully transparent way to registered users as holders of the securities (eyecons). By means of multiple types of transactions, the entire lifecycle of the legal structure can be served to different types of eye-con account holders, who, under certain circumstances, can carry out transactions between them.

Securities are all financial instruments permitted for crowdfunding such as shares, certificates or convertible loans that may or may not be safely traded or sold on a digital bulletin board at a later time and that may increase or decrease in value and potentially yield periodic dividends.

To clarify how we have set this up and under what conditions we work, we use the following definitions, according to our working principles. The list is in alphabetical order and therefore needs to be read in full to understand the logic. In any case, those of user, eyecon, eyeventure, eyecon holder and beneficiary apply a lot and to every user, even a lot in previous terms.

Key definitions:

Beneficiary: A beneficial owner who is the ultimate and legal owner of the account.
Eyecon(s): the digital units issued by eyeventures. An eyecon is always a digital reflection of (part of) an existing legal financial instrument, a security or an economic right. In all cases, an eyecon is not a derivative of an existing legal financial instrument, a security or an economic right. The eyecon is always the smallest possible unit.
Eyecon holder/account holder/vestor: the user who has one or more accounts in one or more eyeventures with or without eyecons in the account.
Eyeventure: the online environment set up by a user on the Eyevestor platform.
User(s): any natural or legal person (who is at least 18 years old) who has read and accepted these General Terms and Conditions of Use.
Account: The Eyecon Account (the Eyecon Account Number) that the User has as an Eyecon holder within an EyeVenture in which transactions take place and whether or not Eyecons are held. A user can have multiple eyecon accounts within one or more eyeventures.

Definitions in alphabetical order:

Subscription fee: the amount that an eyeventure pays to Eyevestor B.V. for the use of our Software as a Service. Can be found in: Pricing.
Terms & Conditions of Use: the Terms & Conditions of Use set forth in this Agreement.
Beneficiary: A beneficial owner who is the ultimate and legal owner of the account.
Payment Partner or Payment Service Provider: Third-party partner through which payments are made.

Online Payment Platform (OPP) is the trade name of Online Payment Platform B.V. OPP is registered in the Trade Register of the Chamber of Commerce under number 50124498 and is supervised by the Netherlands Authority for the Financial Markets (AFM) and the Dutch Central Bank (DNB). The register of licences in which OPP is included can be found on the DNB website and at the European Banking Authority. OPP is located at Kanaalweg 1 2628 EB in Delft. Payments via OPP are made through the online payments foundation. For users, both the consumer terms and the seller's terms apply.

Dividend: the profit to be distributed as determined by the eye venture. Dividends can be paid in cash (money deposited into your bank account), in products, services, or in eyecons; all as stipulated and recorded by the Eyeventure.
ECO (Eyeventure Community Offering) transaction: issuance and/or issuance of eyecons by an eyeventure for sale to users with access to the eyeventure.
ECSPR (European Crowdfunding Service Provider Regulation): European Crowdfunding Regulation (ECSPR). The AFM assesses whether the Dutch parties comply with the requirements and objectives of the ECSPR. The ECSPR applies to crowdfunding service providers that match corporate financing interests of investors and project owners, by facilitating the granting of loans and/or the placing of securities without a placement guarantee (including the receipt and transmission of the orders). The ECSPR does not apply to consumer financing and crowdfunding offers with an equivalent value of more than €5 million, calculated over a twelve-month period. Different rules apply to this. Eyevestor is licensed to offer crowdfunding services under the ECSP Regulation. Eyevestor is registered with the AFM under number 32000017.
Effect: any legal form of interchangeable, negotiable (financial) instrument that has a certain type of monetary value. It represents an ownership position or right to convert into an ownership position.
Escrow (account): the holding of received funds stored as third-party funds whereby payment takes place if the seller meets predefined conditions.
Eyecon(s): the digital units issued by eyeventures. An eyecon is always a digital reflection of (part of) an existing legal financial instrument, a security or an economic right. In all cases, an eyecon is not a derivative of an existing legal financial instrument, a security or an economic right. The eyecon is always the smallest possible unit.
Eyecon holder/account holder: the user who has one or more accounts in one or more eyeventures with or without eyecons in the account.
Eyecon Governance Check: the Eyecon Governance Check is a formal (statutory) procedure of Eyevestor to comply with the ECSPR requirements and thereby validate the legal and member type set-up of the eyeventure and related entities and agreements and their effect as eyecons.
Eyecon Issuance Check : the Eyecon Issuance Check is a formal (legal) procedure of Eyevestor where it is determined by validation whether the issuance of eyecons may take place. The validation concerns legal security until issuance.
Eyecon Agreement: Any agreement between two users that is formed electronically within the eyeventure environment. This is either an agreement between an eyeventure and an account holder for the issuance of new eyecons, a purchase of existing eyecons, or an agreement between users for the transfer of existing eyecons. Eyevestor is not a party to this agreement.
Eyeventure: the online environment set up by a user on the Eyevestor platform.
Eyeventure Agreement: the agreement entered into between Eyevestor and a User as Project Owner for the establishment of an Eyeventure and to which these Terms and Conditions of Use apply.
Eyeventure Terms: the terms and conditions drawn up by the Eyeventure and which are visible online in the Eyeventure, relating to the Eyeventure and the account holders of the Eyeventure. In the event of any conflict between eyeventure terms and conditions and these Terms and Conditions of Use, these Terms and Conditions of Use shall prevail.
Eyevestor: Eyevestor B.V., located at Europalaan 100, 3526KS in Utrecht. Registered with the Chamber of Commerce under number 67783309. Eyevestor B.V. is part of Eyevestor Holding B.V. Eyevestor Holding B.V. is part of Eyevestor Coöperatie U.A.
Eyevestor platform: the online social and transaction SaaS (Software as a Service) platform set up by Eyevestor with the solutions we developed for eyeventures and their users.
User(s): any natural or legal person (who is at least 18 years old) who has read and accepted these General Terms and Conditions of Use.
Terms of Use: the agreement concluded between the User and Eyevestor by registering the User as an Account Holder and to which these Terms and Conditions of Use apply.
User roles: A user as a visitor, as an Eyeventure, as a Vestor (eyecon holder), as a Partner, as an Inner Circle or Super-admin.
Inner Circle: The list of users where potential conflicts of interest may apply. Eyevestor Inner Circle users consist of Eyevestor colleagues, board members, and other related stakeholders who may hold positions in eyeventures. Their positions can be found on the Inner Circle page on the Eyevestor platform.
KIIS (Key Investment Information Sheet): Key Investment Information sheet that the project owner must complete when a public ECO goes live.
Buyer/Seller: Users who buy or sell eyecons from an eyeventure.
Live: An eyeventure must go live before it can issue eyecons, transfer eyecons, or buy and sell eyecons. The live process freezes the number of eyecons, the Legal tab, and the Member type tab.
Organisation: a legal entity, partnership, company, institution or association registered as an eye venture.
Other costs: costs related to services purchased from Eyevestor, an Eyevestor Partner or third parties appointed by Eyevestor or an eye venture.
Partners/Sharefunding® Partner: A Partner is an external professional who advises and supports the eyeventure in the use of the Eyevestor platform and the process around sharefunding.
Bulletin Board: The bulletin board is the environment within the eyeventure where the buyers and sellers can advertise their interest in buying or selling eyecons.
Project Owner: a natural person, at least 18 years old, who is authorised as a user on behalf of an organisation and who manages the eyeventure. This can be an assigned third party.
Account: The eyecon account (the account number) that the user has as an eyecon holder within an eyeventure in which transactions take place and whether or not eyecons are held. A user can have multiple accounts within one or more eyeventures.
Account Type/Member Type: Each account is assigned an account type/Member type by the eyeventure administrator. Each account type has different rules and conditions attached to it that have been drawn up by the eyeventure and can be found in the member types tab of the eyeventure.
Transaction: A bilateral eyecon agreement that moves eyecons from one account to another.
Transaction Fees: (i) the amount charged to the seller, buyer, or both for entering into an eyecon agreement, (ii) the amount charged by Eyevestor for processing dividends or other forms of payment of economic rights to eyecon holders. A success transaction is a completed transaction in which a debit and credit from eyecons took place.
Transfer (a transaction type): A transfer of eyecons from an eyeventure to an eyecon holder where no payment is made through the platform and is in execution of a pre-existing agreement.
Vestor: An eyevestor term for a user who is an eyecon holder in one or more eyeventures.
Wft: Financial Supervision Act, as amended from time to time.

Summary of article 2: APPLICABILITY

These Terms of Use apply to Eyevestor and any user.

2. APPLICABILITY

These Terms of Use apply to Eyevestor and any user.

Summary of article 3: GENERAL INFORMATION ON HOW EYEVESTOR WORKS

Eyevestor offers organizations the opportunity to digitize their assets and engage people in the organization.
Users can invest in eyeventures based on different motives.
Eyeventures have communication capabilities in the platform.
Users and eyeventures have access to certain transaction types and a message board for concluding agreements within set rules.

3. GENERAL ABOUT HOW EYEVESTOR WORKS

Eyevestor empowers organizations with equity and gives everyone who is or wants to be involved in the organization opportunities to participate, to invest. Through Eyevestor, organizations strengthen their relationships with their stakeholders by digitizing the effects of their organization in the form of eyecons in an eye venture. Here, the primary focus is on the issuing companies. Potential investors can participate in eyeventures that appeal to them for reasons of public support, social impact and/or financial return. A project owner creates accounts for their existing and new eyecon holders. Eyeventures have in-platform communication capabilities through the community.

Both the eyeventure and the account holders have access to certain transaction types and the eyeventure's bulletin board (if opened by the eyeventure) where bilateral eyecon agreements can be entered into within eyeventure's member-type rules and conditions.

Eyevestor does not provide advice or opinions in any way. For example, no advice is given regarding: an investment, an eyecon agreement, the price, the valuation, the conditions or rules set by an eyeventure. Eyevestor does not express an opinion on the status of an eye venture and the risks associated with entering into a transaction in an eye venture. None of what Eyevestor says should ever be construed as advice, including financing or investment advice.
The user is requested to complete the participation process and confirm the participation by email, after which the registration is final. When the user is created on the platform, a beneficiary is created at the same time. A user can only remove themselves as a user as long as there is no position or no success transaction has been made.
One person may only create one user profile, with some exceptions.
An Inner Circle user must not be a project owner. An Inner Circle user is shown on the Inner Circle page when they invest in an eyeventure. Inner Circle users are only allowed to invest on equal terms with other crowdfunding investors.
A user has one or more beneficiaries linked to one or more accounts in one or more eyeventures.
Registration is only possible if these general terms and conditions of use are accepted. The Registration leads to the establishment of terms of use between Eyevestor and the user.
Once the registration is complete, a user can create one or more eyeventures and/ or become a vestor.
Once an eyeventure is created, a verified beneficiary must be linked before it can go live.
Depending on the conditions set by an eyeventure, a user can ask an eyeventure to create an account for the user or a user can invest directly.
After an eyeventure has created an account for a (potential) eyecon holder, the new user will have access to his or her account.
In addition, an account holder in an eyeventure gives the user access to the eyeventure community.
An eyeventure must comply with mandatory fields and verifications provided by Eyevestor and to which these Terms and Conditions of Use apply.
An eyeventure can only have more than 20 accounts or be given the choice to go (semi-)public after a successful Eyecon Governance Check.
A user cannot derive any rights from the fact that a user has opened an eyeventure or an account in an eyeventure for the purpose of obtaining eyecons. A decision to pay, and execution of a transaction and/or eyecon agreement, is the sole responsibility and risk of the user.
Within an eyeventure, specific provisions are included with regard to the use of the eyeventure environment and with regard to buying and selling. This includes the rights and obligations that apply to the vestor, the eyecon and the account (member) type. These rights and obligations are determined, among other things, by the security on which the eyecon in question is based, by any (notarized) documents, legal terms and regulations relating to the eyeventure and the agreements, conditions and/or regulations applied by eyeventure as set out in the Legal and Member types tabs.
Eyeventures can digitize existing securities or issue and digitize new legal securities. Certain delivery obligations may apply to the legal conclusion of a transaction, such as an invoice or the execution of a (notarial) deed. The user is informed per eyeventure how these formal delivery requirements must be met.

Summary of article 4: I AM WHO I AM

Users and beneficiaries will need to identify themselves, confirm their email, and may provide additional information.
Eyevestor may request additional verification.
Users must keep their profiles updated.
In the event of death or legal problems, Eyevestor must be notified.

4. I AM WHO I AM

As a user and as a beneficiary, you must identify yourself. You can do this in the first instance by confirming your email. Later in the process, and depending on your actions, you'll also need to confirm your bank account as an offset account and also verify your mobile phone number. Beneficiaries also include personal and address data as part of identity verification.
Under certain circumstances, Eyevestor reserves the right to request additional personal verification from you. Not exclusively, this may require iDin verification or a valid copy of your ID or passport. Or when you operate as a legal entity to provide us with a recent extract from the Chamber of Commerce.
We may also need more information from you. Examples of this may be that we require a source of origin form or that we ask for a certificate of good conduct or a background check from you.
If we are of the opinion that you have not sufficiently identified yourself or that you are not cooperating sufficiently or in a timely manner, we reserve the right to (temporarily) block or cancel your user. It is up to the user/beneficiary to prove that the user/beneficiary is who he/she says he/she is.
When you confirm your bank account, we may ask you to make a payment as part of the verification process or to pay for related fees.
Eyevestor will at all times comply with the applicable GDPR laws and regulations for the capture and management of personal data.
Changes to your profile are your responsibility and, if applicable, must also be updated within 24 hours.
We strive to ensure that each user personalizes his/her profile as much as possible, but do not make it mandatory, unless required for certain actions on Eyevestor or required by an eyeventure.
In the event of your death, we expect to be formally notified as soon as possible, and no later than 30 days thereafter, by those authorized to exercise your rights as a user in this unlikely event. Before handing over the user to someone else, we must receive the necessary evidence and instructions to act within reasonable limits.
Until we become aware of your death, we will likely continue to carry out instructions and cannot be held responsible for actions resulting from those instructions.
If we learn that you have died, we have the right to suspend your user until we are formally notified. If there are costs for our cooperation, or if we receive costs from third parties, we reserve the right to charge these reasonably to your heirs.
In the event of bankruptcy, attachment or other legal charges against your (legal) person, you must immediately notify us in writing. We then reserve the right to follow or impose instructions, freeze your eyecon positions until clear, suspend your user and all associated rights, and/or terminate your user. We will cooperate reasonably well, but we also reserve the right to charge associated costs.

Summary of article 5: REGULATIONS AND RISKS

Eyevestor is supervised and committed to regulatory compliance.
Payments made through Eyevestor can use escrow accounts.
Users must take the investor experience test and spread their risks.
Eyevestor does not provide investment advice and warns of the risks of investing.
Project owners must comply with laws and regulations and are responsible for providing information.
Eyevestor informs investors about irregularities and withdrawal options.

5. REGULATIONS AND RISKS

Eyevestor is a Software as a Service platform. Eyevestor is regulated by the Netherlands Authority for the Financial Markets. Eyevestor is licensed to offer crowdfunding services under the ECSP Regulation. Eyevestor is registered with the AFM under number 32000017. Eyevestor is committed to providing an environment to ensure that eyevestor, eyeventures, and vestors comply with ECSPR regulations.
For payments made through Eyevestor, in some cases, an escrow account will be used as described in these Terms and Conditions of Use. All escrow accounts are independent of Eyevestor and the users, for the benefit of the users. Paid and deducted transaction costs on the escrow accounts will benefit Eyevestor B.V.
The user will only offer for sale a responsible part of his or her freely investable assets and/or invest in eyeventures. In order to invest, the user will have to pass an investor experience test, in accordance with ECSPR.
The user will spread his or her risks by distributing investments across multiple eyecons, instruments, and asset classes to minimize risk.
The user who is qualified as a non-experienced investor through the investor experience test has 4 calendar days to withdraw their investment if the transaction is an ECO type. The cooling-off period does not apply to direct sales or transfers.
The user is aware that Eyevestor does not provide investment advice. The eyeventures shown on Eyevestor are explicitly not recommended by Eyevestor. The user makes his or her own assessment and investment decision, with or without the help of an advisor.
An investor should be aware of what he/she is investing in and understand that:

Investing in eyecons, which can represent a different financial instrument each eyeventure, is risky and investors can lose 100% of their investment.
An investor invests only a conservative part of his/her freely investable assets in an eye venture .
It can take a long time before a return can be made.
It is wise to diversify within your investment portfolio because there is not always liquidity in the eyecons in which you invest.
The information presented may not have been validated by professional third parties.
For any investment that is made, the investor must conduct thorough research before investing and the investor will take full responsibility for the investment decision.

The eyeventure must be fully aware of its intended purpose and weigh potential risks when setting up an eyeventure, including the costs and fees involved, the provision of eyecons, and legal and moral obligations to vestors. It is advisable to use the right advisors. Eyevestor works closely with – specialised – Sharefunding® Partners who offer relevant services. Partners can be found on the website.

It is the responsibility of the project owner to ensure compliance with the applicable laws and regulations of the Netherlands Authority for the Financial Markets (AFM) and the European Crowdfunding Regulation (ECSPR) and other delegated legislations. This is also the case with a specific focus on the Financial Supervision Act, the Exemption Regulation, its duty of care and prospectus duty and all other legal and regulatory obligations in that context, in connection with the establishment and management of an eye venture. More information can be found on the AFM website.
The project owner may be made aware of errors, omissions or inaccuracies in the Key Investment Information Sheet (KIIS). If that supplement or correction is not applied immediately, Eyevestor will pause the ECO until the sheet has been replenished or corrected for a period of up to 30 calendar days. After the 30 calendar days, the ECO will be cancelled.
Eyevestor shall promptly notify vestors who have made an investment offer or expressed interest of the irregularities identified, the steps that Eyevestor has taken and will take regarding said irregularities and the possibility of revoking their investment offer or expression of interest.
Eyevestor points out to the project owner that during the ECO, consideration must be given to the possibility that investors and eyeconholders may withdraw from the investments following significant changes to the Key Investor Information Sheet. The Project Owner agrees to maintain sufficient cash liquidity to comply with these withdrawals, if possible. Eyevestor has no influence or control over the investments made and therefore has no influence or control over withdrawals.

Summary of article 6: GOOD GOVERNANCE AND GOVERNANCE

Good governance and values are essential for the organizations on the platform.
Eyevestor reserves the right to advise and block users if good governance is not adhered to.
Eyeventures must meet governance requirements.
Various controls ensure compliance with laws and regulations.

6. GOOD GOVERNANCE AND GOVERNANCE

Good governance of an organisation protects the interests of stakeholders, shareholders, employees and other stakeholders and companies.
Eyevestor is committed to a humanitarian approach and this includes bilateral, interpersonal relationships and personal responsibilities. Treat others as you would like to be treated; communicate in the way you want to be communicated with; report what you would like to have reported; inform yourself about what you want to pay attention to; Only do whatever you want to do to yourself. Good governance is about norms, values and civilised behaviour, where civilised behaviour has everything to do with norms and values. We rely on good governance and governance by every user. The eyeventures also include compliance with legal, moral, community, and platform obligations.
We reserve the right to advise users on good governance and, if necessary, block users (incl. project owners and eyeventures) if we believe that good governance and governance are not being adhered to or that eyevestor and its users may be harmed.
Eyeventures are required to comply with their own governance requirements as set out in their legal documentation. Eyevestor may require additional good governance requirements, where we deem it appropriate for the broader interest of Eyevestor and its users and the vestors in the eyeventure.
The Eyecon Governance and Eyecon Issuance Checks assure both Eyevestor and the project owner and investor of an eyeventure that the eyeventure is in full compliance with laws and regulations.
The Key Investment Information Sheet (KIIS) is an essential part of the go-live of eyeventures in order to be publicly available on the Platform with a share funding round, as referred to under crowdfunding offer.
Eyevestor will maintain an Inner Circle list in which it is clear who has intimate knowledge of which Eyeventures on the platform. The positions of these people will also be visible from the list. This is done in implementation of the ECSPR and Wft to prevent insider trading and to promote transparency from Eyevestor.

Summary of article 7: PRIVACY STATEMENT

Eyevestor processes personal data in accordance with the Personal Data Protection Act and the Privacy Policy.

7. PRIVACY STATEMENT

Eyevestor processes personal data in the context of its services. This processing of personal data takes place in accordance with the Personal Data Protection Act, as further described in the privacy policy available via the Eyevestor website. The privacy policy is a very important part of deal terms and conditions of use. By accepting the Terms of Use and Terms of Use, the Privacy Policy is also accepted.

Summary of article 8: INTELLECTUAL PROPERTY

The website and platform are protected by copyright.

8. INTELLECTUAL PROPERTY

The Eyevestor website and the Eyevestor platform are protected by copyright. Eyevestor Holding B.V., has a majority interest in Eyevestor and owns these rights, with the exception of the rights with respect to the posted data relating to the eyeventure. It is not permitted to reproduce or publish written data, content, videos or images on the website without written permission from Eyevestor, users or eyeventures.

Summary of article 9: LIABILITY

Eyevestor is not liable for incorrect information or problems with the dissemination of information.
Texts on Eyevestor represent the opinion of the project owners and not of Eyevestor.
Eyevestor's liability is limited.

9. LIABILITY

Eyevestor takes the utmost care to ensure the reliability and timeliness of the data on the Eyevestor platform. Inaccuracies and omissions are prevented. Unless there is intent or gross negligence on the part of Eyevestor, Eyevestor is not liable for damage as a result of inaccuracies or incompleteness in the information provided, nor for damage as a result of problems caused by or connected to the dissemination of information via the website. Eyevestor is also not responsible for any failures or interruptions of (or errors or delays in) the provision of information or services by Eyevestor or by the organizations on the Eyevestor platform.
The texts posted on Eyevestor regarding eyeventures represent only the opinion of the project owners and their organizations themselves and not those of Eyevestor. Eyevestor provides the software and infrastructure, but does not express any opinion on the likelihood of success of an eyeventure or the risks associated with making an investment or entering into an eyecon agreement. Eyevestor is in no way liable for unexpectedly disappointing results, unless there is intent or gross negligence on the part of Eyevestor – a decision to make an investment is therefore entirely at the expense and risk of the buyer.
Eyevestor's liability is at all times limited to compensation for direct damage, unless there is intent or gross negligence on the part of Eyevestor, but never to more than the amount for which Eyevestor has received related payments. Eyevestor shall not be liable for indirect damages, including in any event lost profits, lost savings, reduced goodwill, damages due to business interruption, damages resulting from third-party claims, loss of data and consequential damages. Directors or other legal representatives of Eyevestor are never liable for any damage.
Eyevestor reserves the right to modify or remove the content of Eyevestor, including these Terms of Use and Terms of Use, at any time without prior notice.

Summary of article 10: DURATION, SUSPENSION AND TERMINATION OF THE USER AGREEMENT

The terms of use are for an indefinite period of time.
Eyevestor may terminate the agreement and suspend obligations under certain circumstances.
Users should not misuse Eyevestor for inappropriate purposes.

10. TERM, SUSPENSION AND TERMINATION OF THE USER AGREEMENT

The Terms of Use are entered into for an indefinite period of time.
Eyevestor may terminate the Terms of Use with immediate effect and without notice in writing (including by email) and suspend its obligations when:

The user does not comply with his obligations under the Terms of Use, or fails to do so in a timely manner or incompletely, and remains in default after being summoned and given a period of at least 7 working days to comply with his obligation;
After concluding the Terms of Use, Eyevestor becomes aware of facts or circumstances that give good reason to fear that the user will not comply with the obligations under the Terms of Use;
Circumstances arise that make it impossible to comply with the Terms of Use or cannot reasonably be expected to enforce the Terms of Use unchanged;
User has unlawfully posted information on the Eyevestor platform or other media;
The user has filed for bankruptcy, has submitted a request for suspension of payments or has submitted a request for admission to the statutory debt restructuring scheme in respect of the user;
There is a legal obligation to do so.
Possibly at the discretion of Eyevestor, if there are good reasons for this. For example, in connection with legal provisions and/or there may be reputational risks for Eyevestor. Eyevestor cannot be expected to accept these risks.

As soon as the terms of use are no longer complied with, Eyevestor has the right to deny the user access to the Eyevestor platform.
If Eyevestor makes use of any of the aforementioned powers, this does not deny the applicability of any agreement between users and the general terms and conditions of use that also apply in that relationship.
If Eyevestor makes use of one of the aforementioned powers, Eyevestor is in no way obliged to pay any compensation for costs or damage that has arisen in any way whatsoever.
Users should not use Eyevestor for:

Which is contrary to the purpose of Eyevestor as set out in the articles of association and these general terms and conditions of use,
Which is discriminatory, overly positive or negative, inappropriate or harmful to yourself, other users, eyeventures or Eyevestor. This includes manipulative, false, fraudulent, boastful information that could harm a user through your actions or by your designated third parties.

Summary of article 11 - COMMUNICATION

Eyevestor strives to keep users and project owners well informed.
Community communication capabilities within the eyeventures are provided on the platform and are constantly improved.
Communication from project owners to eyeconholders should also be placed in the Community tab.
Eyevestor can communicate through a variety of channels, online and offline.
Users can opt in or out of certain messages and channels.
Users are responsible for keeping track of communications received.
Decent behavior and mutual respect are required in communication channels.
Users are encouraged to report misconduct.
Eyevestor will never ask for sensitive information such as passwords.
No rights can be derived from inadequate or incorrect communication.

11. COMMUNICATION

It is our intention to keep you, users, sufficiently informed. It is our intention that project owners keep their (potential) eyeconholders sufficiently informed. Within each eyeventure, communication options are available on the platform. Our ambitions are for these features and capabilities to be continuously improved and expanded.
Eyevestor asks the project owners to place all communication aimed at eyeconholders in the Community tab as well. This ensures that the engagement is optimized and that the eyeventure complies with the mandatory disclosures.
Eyevestor can call, email, invite, or meet you as a user.
We also offer you the opportunity to communicate with us through various online and offline channels that can be found in the platform and are clearly present on the Eyevestor website.
When we communicate with you, we will treat you as a fellow human being and we will communicate with you within reason. You can opt in or out of certain messages and channels. You cannot opt out of communications from the Eyevestor platform as long as you are a user. For certain actions and transactions, we will also communicate with you about your activity and/or the consequences of your activity.
You are responsible for ensuring that you are aware of the communication that reaches you. We cannot be held responsible for any communication that you may have missed while we or other users have communicated with you appropriately.
You are expected to behave decently in all communication channels. And that you treat your fellow human beings on and around this platform with mutual respect as you would like to be treated yourself. In the community channels on and off the platform, you may not insult, discriminate, incite hatred and envy or make statements that may negatively affect the value and appreciation of Eyevestor and/or eyeventures in any way.
If you believe that other users are misbehaving, we would appreciate it if you would notify us and the relevant users. We reserve the right to delete messages.
Eyevestor will never ask you for security-sensitive information such as your password, so don't give this information to anyone else.
Even if Eyevestor sends you inadequate or incorrect communication, no rights can be derived from this. We will treat everything in reasonableness.

Summary of article 12 - COMPLAINTS & SUPPORT

Complaints can be submitted via the Eyevestor website.
Support is provided via the platform, phone, and email.
General support requests will be answered within 2 business days.
A knowledge base is available from the support menu on the platform.

12. COMPLAINTS & SUPPORT

Complaints can be submitted as indicated on the Eyevestor website: here.
Eyevestor offers support on the platform, by phone, and email. General support tickets will be answered within 2 business days. A knowledge base can be accessed from the platform's support button.

Summary of article 13 - FORMATION OF EYECON AGREEMENTS AND SETTLEMENT

An eyecon agreement is formed by accepting an offer.
The agreement includes the provision of eyecons by the project owner.
Terms and conditions vary by eyeventure and are listed on the platform.
After payment to the payment partner, the agreement will be settled.
The sale price is paid to the payment partner, minus transaction fees for Eyevestor.
After confirmation by the payment partner, the buyer will receive the eyecons and the money will be definitively transferred.
Payment must be made to the payment partner.
Eyevestor reserves the right to request verification of the source of the assets.

13. FORMATION OF EYECON AGREEMENTS AND SETTLEMENT

By accepting an offer, an eyecon agreement is formed between the buyer and the seller.
The eyecon agreement will consist of the provision of eyecons, whether or not for payment, by the project owner or eyecon holder within the eyeventure to the buyer.
The eyeventure terms and conditions on which an eyecon agreement can be made may differ per eyeventure and are stated in the eyeventure environment of the Eyevestor platform.
After the payment is made by the buyer to the payment partner, the eyecon agreement is settled and the seller is entitled to the funds. With the exception of the persons referred to in Article 5.5.
The sale price is paid to the payment partner, after which the payment partner pays the sale price to the seller or escrow account minus transaction fees remitted to Eyevestor.
The payment partner confirms that they have received the money. Then the buyer gets the eyecons and the money is finally transferred to the seller. It is no longer possible to revoke. With the exception of the users referred to in Article 5.5.
If the payment partner is designated as the payment address, it is emphasized that the buyer can only pay to the payment partner and not to the seller himself. This means that the buyer has fulfilled their payment obligation when the money is transferred to the payment partner's payment account (IBAN account). The payment partner then has an independent obligation to pass on the funds received to the seller.
Under certain circumstances, Eyevestor reserves the right to request additional verification from you about the source of the assets.

Summary of article 14 - TERMINATION OF AN EYECON AGREEMENT

Termination of an eyecon agreement is normally out of the question.
Bids are binding and cannot be withdrawn unilaterally.
The seller can cancel the transaction in the event of non-payment by the buyer.
Rescission after payment is usually not possible.

14. TERMINATION OF AN EYECON AGREEMENT

Termination of an eyecon agreement is excluded unless that specific right is granted. Transaction fees are always payable upon termination and transfers resulting therefrom.
Bids are binding and therefore final. They cannot be revoked unilaterally by the buyer. With the exception of the persons referred to in Article 5.5.
If the buyer has not paid within the due date, the seller will be given the right to cancel the transaction.
Dissolution cannot take place after payment unless stipulated by law.

Summary of article 15 - COSTS AND PAYMENT

All prices are in Euros and excluding VAT.
Price changes are communicated to users.
Eyevestor charges fees for services, such as transactions.
Subscription pricing is offered annually. Subscription pricing can be adjusted or cancelled on a monthly basis after the first year.
Other costs and charges will be charged afterwards.
Partner and third-party services are provided only after approval by the user.
Users are responsible for their own costs.
Invalid use of transfer transactions may result in transaction fees.

15. FEES AND PAYMENT

Unless otherwise stated, all prices and rates are in Euros and exclusive of VAT. Eyevestor is entitled to change its pricing for eyeventure at any time, as well as to change pricing for vestors. However, pricing that has already been agreed upon can only be changed after the subscription period. Eyevestor will adjust pricing in reasonableness and discretion if determining factors have changed since the conclusion of the Terms of Use.
Price changes are actively communicated to the respective types of users. Payment must be made, without suspension or set-off, in the manner indicated by Eyevestor within the reasonable periods. Eyevestor is at all times entitled to require the user to provide certainty that both the payment and other obligations are met. Security is provided in the manner determined by Eyevestor.
Eyevestor charges fees for the execution of eyecon agreements, dividend payments, and other services as stated in pricing. At the end of the month, these costs are invoiced by Eyevestor to the eyeventure.
By default, subscription pricing for the eyeventure is offered annually by Eyevestor B.V. Monthly payments are possible at applicable rates. Each package and subscription type can be adjusted monthly or can be canceled after the first year.
Other costs are other costs than the subscription such as transaction costs, additional invoices and services that Eyevestor provides to support the Eyeventures (150 euros per hour unless otherwise agreed). We will always cooperate within reason, but we also reserve the right to charge associated costs.
Services offered by partners and third parties will be clearly stated and must be approved by the user before the service is provided.
Eyevestor is not responsible for any costs incurred by users, whether or not related to the use of Eyevestor.
Invalid use of transfer transactions by the eyeventure is not permitted and is subject to transaction fees.

Summary of article 16 - SECURITY, FRAUD AND THEFT

Data security is a top priority.
Users are advised to change their passwords regularly and to be cautious of sensitive information.
Eyevestor pays a lot of attention to data security, but fraud, hacking, and theft can never be completely ruled out.
Users must report unauthorized access immediately.
Sensitive information should not be shared.

16. SECURITY, FRAUD AND THEFT

Eyevestor has built an infrastructure where the security of your data is a top priority.
However, we recommend that you change your passwords regularly.
Despite the great care and measures we take, we can never rule out fraud, hacking and theft. We cannot accept any liability, especially if your data is easy to find by unauthorized persons.
If you suspect that something has happened to your data or user by an unauthorized person, you must notify us immediately. This way we can come to the rescue as quickly as possible.
Never give sensitive information to third parties. We will never ask you for your password. Be careful.

Summary of article 17 - MISCELLANEOUS

Invalidity of a provision does not affect the rest of the terms.
Dutch law applies to disputes that are submitted to the competent court in Amsterdam.
Provisions intended to survive termination will remain in effect.
Eyevestor may amend or supplement the terms and conditions.

17. MISCELLANEOUS

If any provision of the General Terms and Conditions of Use is held to be invalid or non-binding, this does not mean that the remaining provisions of the Terms of Use and Conditions of Use no longer apply.
These General Terms and Conditions of Use and all non-contractual obligations arising therefrom are governed by Dutch law. All disputes arising from these general terms and conditions of use will be submitted to the competent court in Amsterdam.
The sections of these Terms of Use and Eyecon Agreement, which by their nature are intended to survive the termination of the Terms of Use or Eyecon Agreement, shall survive the termination of the Terms of Use or Eyecon Agreement, or the termination of a transaction pursuant to an Eyecon Agreement.
Eyevestor may modify or supplement these Terms of Use and Usage. In the event of structural changes, Eyevestor will make every effort to notify each user of the relevant change to these Terms of Use and Terms of Use prior to the effective date.

Summary of article 18 - EYEVESTOR IS NOT INTENDED FOR RESIDENTS FOR WHOM EYEVESTOR IS NOT INTENDED

Use of Eyevestor is limited to residents of countries where legal access exists.
Residents of certain countries and U.S. persons are excluded from use.
Only bank account holders in certain countries can use Eyevestor.
Users should check if the use of Eyevestor is allowed under the laws of their country.

18. EYEVESTOR IS NOT INTENDED FOR RESIDENTS FOR WHOM EYEVESTOR IS NOT INTENDED

The use of Eyevestor and the information available on Eyevestor and in eyeventures is not intended for, and does not constitute an offer of, securities in any place, or to any person to whom making such an offer would not be lawful under the laws of any jurisdiction where it is not permitted. It is the responsibility of each project owner and each user to ensure compliance with all laws of each country relevant to their request. Each user must consult their professional advisors regarding the requirements of authorization from the user's government, any other body or comply with other required formalities to enable them to be users of Eyevestor. Failure to comply with applicable restrictions may constitute a violation of securities laws in those jurisdictions

The eyeventure is not intended to constitute an offer to sell or a solicitation of an offer to buy or sell eyecons in the United States. The eye venture is also not intended for U.S. persons (as defined in regulations under the U.S. Securities Act). The securities being offered have not been registered with the U.S. Securities and Exchange Commission (SEC) and will not become so. These securities may not be offered or sold in the United States unless it is done under an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.
All information accessible on Eyevestor is only available to individuals accessing the site from countries where it is permitted. If you are accessing this site from a location where it is not permitted, please do not view it. By gaining access to eyeventures, you confirm, among other things, that you are a resident of a country where legal access exists to Eyevestor and eyeventures.
In addition to U.S. persons, residents of Afghanistan, Burma (Myanmar), Belar Russia us, Bosnia and Herzegovina, China, Cuba, Congo, Egypt, Ethiopia, Guinea, Haiti, Iran, Iraq, Lebanon, Libya, Mali, Moldova, Montenegro, Nigeria, North Korea, Russia, Sri Lanka, Sudan, Syria, Trinidad and Tobago, Tunisia, Ukraine - Crimea region, United States, Vanuatu, Venezuela, Zimbabwe, and Yemen are also excluded from using Eyevestor. Residents of all other countries subject to an EU or Dutch sanction are also excluded.
In addition to the Dutch, bank account holders from Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, can use Eyevestor because these countries are offered in our payment solution.

Summary of article 19 - EYEVESTOR IS MADE FOR A BETTER WORLD

Eyevestor strives to improve society by creating more involvement and ambassadorship with organizations and companies.
The platform aims to increase equity capabilities and liquidity to increase value.

19. EYEVESTOR IS MADE FOR A BETTER WORLD

Not to forget. Eyevestor wants to make the world a better place in a unique way. Think of us as a Social Enterprise or any other organization that moves socially and culturally. We consider organizations, clubs and companies and their stakeholders to be the primary cradle of any society. If we can create more involvement, kinship and ambassadorship with these organizations, then we are well on our way. You can find out more about it on our website.

Offering more options and liquidity in your equity is therefore a logical step. Liquidity is nothing more than the ability and simplicity of supply and demand to come together. There is no value without liquidity. And the more recognition your equity gets, the more in demand it will be. That is why companies go public and investors go to the stock exchange in an accessible way because they find liquidity there.

AUGUST 2024

GENERAL- & USE TERMS