6.2 INNPACTIA Routes

Service Object

Users will be able to access advice and training activities related to the process of applying for funding calls for social impact projects, including other areas to strengthen their organizations, strategies, or business models, with the purpose of increasing their chances of success in accessing funding and implementing their initiatives.

Route Generalities:

The INNPACTIA Platform may allow the User to present the proposal resulting from the acquired route to other similar donors who may be interested in funding it.

At the end of the route, the User will be able to rate the advisor. This rating may be used by INNPACTIA for promotional purposes of the service and communication.

The same route can be purchased by a maximum of five (5) organizations at a time, without implying that access to the sessions of each stage is restricted to a maximum of five (5) people. Sessions can be attended by as many people as the User organizations deem appropriate.

Due to the quality of the service and the traceability in the provided support, the records of communications with other Users within the route accompaniments will remain visible within the Platform for all parties involved, during and after the provision of the route service, as well as the basic information of the profile of the User who has acquired said service.

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6.3. Mentorship, Consulting, Masterclass

Service Object

The User will be able to acquire advisory sessions, mentorship, and masterclasses in the Services section on the INNPACTIA Platform.

These sessions aim to strengthen the capacities and skills of Platform Users in various topics related to INNPACTIA's social purpose, guide them in their application process to calls, so that their proposals effectively meet the requirements of the call, and the donor can deliver the offered resources, and provide services aimed at delivering products (for example, a website).

Generalities of mentorship, consulting, masterclass

The User will have access to all materials offered by the advisor during the service.

In the case of mentorship, the support program will be defined by the advisor after a diagnosis of the needs and approval by the User acquiring the service.

At the end of the provision of each service, the User will be able to rate the advisor. This rating may be used by INNPACTIA for promotional purposes of the service and communication.

Due to the quality of the service and the traceability in the provided support, the records of communications with other Users within the route accompaniments will remain visible within the Platform for all parties involved, during and after the provision of the route service, within the Platform, as well as the basic information of the profile of the User who has acquired said service. This is for quality of service and traceability in the provided support.

All sessions will be recorded and will be available to Users in their profiles within the Platform and available to INNPACTIA for reuse. In this sense, the acceptance of these Terms and Conditions entails authorization by the Users and in favor of INNPACTIA, to record the sessions in which they participate and, therefore, to process personal data such as their image, voice, name and username, as well as their questions and/or comments during such sessions, in accordance with their Personal Data Treatment Policy available at the following link. Sessions may be promoted through all communication channels belonging to INNPACTIA and in this sense, the acceptance of these Terms and Conditions by the User expressly authorizes INNPACTIA to make such promotion and publication.

6.4. Strengthening and Co-Investment Vehicles

Service Object

The INNPACTIA Platform offers a range of digital tools aimed at the segment of Users who identify as Investors, allowing them to create (i) investment or financing vehicles only, (ii) strengthening vehicles only, and (iii) a mixed modality of financing and strengthening vehicles (hereinafter, the "Vehicle"), according to the type of Financier and strategy that is convenient for them. These Vehicles aim to connect the Financier User with other modalities of Platform Users, enable interactions with them, their projects, or services, and reduce the transaction costs involved in these interactions.

Vehicle Generalities

The tools of the INNPACTIA Platform allow configuring the Vehicle and publishing it as a financing opportunity or a call for other Users, receiving applications from Users who want to participate in the Vehicle, assigning services offered by advisors for strengthening, support, and evaluation, defining and monitoring impact indicators, and communicating, reviewing, managing, and reading reports on funded projects or organizations.

Other services and tools that are focused on this same purpose may be available to the User, depending on the offer enabled by INNPACTIA.

All services that can be added to the interactions that Users have within Financing Vehicles will be services that could have independent costs that would be added through the Platform.

The creation of a User and the creation of Vehicles by this type of User are subject to validations by the INNPACTIA team, to ensure that the resources delivered comply with INNPACTIA's policies, including these terms and conditions.

Investor Hub

The investor module of the Platform contains a section called the Impact Investment Funds Market where INNPACTIA publishes information related to Impact Investment Vehicles constituted by Users registered as financiers, which are being managed through the Platform.

To access this information, the User must: Be a registered financing User on the Platform. Have previously completed a form deployed by the Platform where they express: (i) their intention to invest in Impact Investment Vehicles, (ii) examples of impact investments made in the last three (3) years, and (iii) their express acceptance of the Platform's Code of Conduct. Have been approved by INNPACTIA's Compliance Officer.

The User who meets the above requirements may access the following information:

Vehicle value. Financiers of the Vehicle (main and co-financiers). Investment period. Deployment phase. Investment thesis. Geographical impact of the investment. Classification of the nature of the investment impact. Expected impact investment results. Applicable impact metrics.

The accessible content about each Vehicle may vary based on the authorization that the financiers of the same grant to INNPACTIA to publish it on the Platform and INNPACTIA will not be obliged to publish more information than that which has been expressly permitted.

The User accessing the Investor Hub may schedule a meeting with an INNPACTIA agent to learn about the conditions for joining the Vehicle of interest.

The impact investment decisions made by the User based on the information published in the Investor Hub are entirely at their discretion and discretion, based on their impact investment policies. INNPACTIA will only be responsible for fulfilling the obligations arising from the role it assumes within each Vehicle and not for obtaining specific results, under the understanding that a plurality of actors participate in the Vehicles and that their participation in them will determine the success of the Vehicle.
 

7. Pricing of services, modalities, and payment methods

7.1. Pricing of offered services

The price of the Pro plan is available at the following link, which is an integral part of these Terms and Conditions.

The price of INNPACTIA Routes is available in the Services section and at the following link on the INNPACTIA Platform.

The price of mentorship, consultancy, and masterclasses is available in the Services section and at the following link on the INNPACTIA Platform.

INNPACTIA may modify the prices of the services offered through the Platform at its sole discretion. Such modifications will not have retroactive effects and will be communicated to Users before they come into effect. For transactions made in United States Dollars (USD$), the applicable market exchange rate (TRM) on the day of the transaction will be applied. The User's choice of a service available on the Platform and the indication of a payment method shall be understood as clear, express, and unequivocal acceptance of these Terms and Conditions in general, and in particular those clauses referring to costs, payment periodicity, provision of each service, cancellation policy, and other conditions of each and every service.

7.2. Payment modalities for the Pro Plan

As a general rule, the price of the annual subscription service for the Pro Plan must be paid in a single installment or installment.

Exceptionally and at the discretion of the INNPACTIA commercial team, the User may be authorized to pay for the Pro Plan in more than one installment, up to a maximum of twelve (12) installments coinciding with the months of the annual period in which the User will access the service.

In such eventuality, the User agrees to keep the chosen payment method updated so that INNPACTIA can collect each installment of the annual subscription until the full payment is completed. INNPACTIA will notify the User, through a message sent to the registered email address, when it is not possible to collect the respective installment, so that the User can modify or update the payment method. If within fifteen (15) days from the date of sending such communication the User does not correct the situation and does not make the payment of each and every installment owed, the service will be suspended, and the User will not be able to access the Platform. To regain access to the Platform, the User must make the payment of each and every installment owed. INNPACTIA may send up to a second communication to the User aimed at obtaining payment of the amount owed, and if the User abstains from making such payment within twenty (20) days from the date of sending this second communication, INNPACTIA reserves the right to report the User as delinquent to credit bureaus.

When a User is authorized by the INNPACTIA commercial team to pay for the Pro Plan in more than one (1) installment, they acknowledge and accept (i) that the term of provision of the subscription service to the Platform through this modality is a complete annual period (12 months and 365 days) regardless of whether the payment is made in monthly installments, (ii) that they will make the full payment of the annual subscription period in the number of installments agreed upon with the INNPACTIA commercial team, and (iii) under no circumstances will INNPACTIA make partial refunds of the paid amount if the User decides to cancel their account or simply does not wish to receive the service provision for the remaining time to complete the acquired annual period. This also applies to Users who pay for the Pro Plan in a single installment or installment.

7.3. Payment method for offered services

Payment for all services offered through the INNPACTIA Platform (subscription plans, Routes, mentorship, consultancy, and masterclasses) can be made through the payment gateways associated with the Platform, which offer Users the possibility to use different payment methods.

INNPACTIA may request additional data from the User to verify that the purchase has been made by the cardholder and/or account holder. INNPACTIA does not store credit card, debit card, or any payment method data of the Users, as these are requested and used exclusively by the payment gateway chosen by the User on the Platform, whose Personal Data Treatment Policy and Terms and Conditions the User must independently authorize and accept. Once the payment process has been completed and verified, the contract will be considered concluded, and the use of the subscribed service will be enabled. The User will receive the invoice by return email within a maximum period of ten (10) days following payment.

7.4. Cancellation of services acquired by Users

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7.4.1. Annual PRO subscription plan The User may cancel their annual subscription plan directly on the Platform through the following link, with at least fifteen (15) days' notice prior to the expiration of the annual term. The provision of the service will cease once this term has expired.

The early cancellation of the annual PRO subscription will not result in partial or total refund of the amount paid by the User under any circumstances.

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7.4.2. Routes and Mentorship, Consultancy, Masterclasses Services

The User who has contracted INNPACTIA Routes services, consultancy, mentorship, and masterclasses may cancel them up to three (3) business days prior to the scheduled start date. In such a case, INNPACTIA will refund 85% of the amount paid by the User. The remaining 15% will be retained as a penalty.

In the specific case of INNPACTIA Routes, if the service is canceled after the start of the Route and up to the fifth (5th) day of provision of said service, INNPACTIA will refund the User 60% of the amount paid and retain the remaining 40% as a penalty.

In other cases, late cancellation of the service will not result in a refund of the amount paid by the User, in any proportion.

For assistance in case of any doubts regarding billing or payment, the User may contact INNPACTIA via email at administracion@INNPACTIA.com.

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7.5. Renewal of the subscription period to the Platform through the Pro Plan with Charge

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Within the month prior to the expiration of the respective annual term, the User will receive communications via email and the Platform regarding the expiration of their subscription term, so that they are aware of the updated costs and can renew or cancel it, in the latter case, in accordance with clause 7.4.1. If the User does not expressly respond before the annual subscription term expires regarding its continuity, it will be automatically renewed. The User will have a period of thirty (30) calendar days, counted from the automatic renewal, to cancel their subscription and obtain a full refund of their money.
 

8. Role of INNPACTIA

INNPACTIA provides a meeting point between the donor Users, entrepreneurs, and organizations of the INNPACTIA Platform and the advisors.

INNPACTIA is committed to strengthening the entire social impact ecosystem by providing relevant information, in various formats, for the ongoing training of advisors who are part of its community.

INNPACTIA commits to periodically evaluating User satisfaction in order to improve the service and its products and to provide a competitive and highest-quality space for strengthening and connection opportunities.

INNPACTIA commits to optimizing its tools within the Platform to facilitate service management and generate faster and more relevant connections within the ecosystem.

INNPACTIA does not assume obligations of means or results with the User regarding the services provided by the advisors.

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9. Limitation of liability regarding taxes and fiscal obligations of Users.

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Within the context of using the service, the User is solely responsible for the payment and management of the taxes owed to the competent authorities, as well as all labor obligations towards their employees, including social security payments, withholding taxes, and other obligations under the jurisdiction of governmental agencies and applicable to all transactions conducted through the service.

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10. User obligations

1. It is the responsibility of the User to keep their payment information updated on the INNPACTIA Platform or through the means defined by INNPACTIA, within the terms and with compliance with the formalities required in the User's country of residence.

2. To use diligently, correctly, and in accordance with morality, the law, public order, and the Code of Conduct of INNPACTIA, the products and/or services of INNPACTIA. Its use is prohibited in the context of any activities that contravene the Universal Declaration of Human Rights or promote Anti-rights activities, racism, slavery, terrorism, xenophobia, and violence.

3. To make personal and non-transferable use of the information provided in the development of the products and/or services rendered.

4. To acknowledge and respect the intellectual, industrial, or any other type of property rights of INNPACTIA, in the execution of the products and/or services offered.

5. To refrain from unauthorized exploitation of the products and/or services of INNPACTIA, for oneself or for the benefit of third parties.

6. To refrain from carrying out actions within the INNPACTIA website that may in any way damage, disable, overload, or deteriorate the website, its equipment, systems, networks, programs, data of the Entity, its suppliers, Users, third parties, or the general public, or to engage in any conduct that may prevent the normal use of the products and/or services offered by INNPACTIA.

7. To be liable for any damages that INNPACTIA, its employees, suppliers, clients, other Users, and third parties in general may suffer as a result of non-compliance with these conditions or the particular ones applicable to the products and/or services of INNPACTIA, undertaking to indemnify INNPACTIA, employees, clients, and suppliers against any claim, demand, or sanction that may be made or imposed as a direct or indirect consequence of said non-compliance.

8. Users acting on behalf of an organization must use and provide the required information about said organization for use within the Platform and are responsible for the delivery of such information.

11. Intellectual and industrial property

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The User acknowledges and accepts that INNPACTIA owns the INNPACTIA brand and the homonymous Platform, as well as each and every one of the intellectual and industrial property rights derived from its appearance and operation. By way of example only, this ownership includes: the methodology, structure, selection, arrangement, and contents of the website; the messages, graphics, drawings, sound and/or image files, photographs, recordings, databases, algorithms, technology, computer equipment, know-how, trademarks, distinctive signs, logos, domain names, and, in general, any kind of creation or material accessible from INNPACTIA.

The User also acknowledges and accepts the existence of industrial and intellectual property rights owned by third parties over the products and services offered through the INNPACTIA Platform, and undertakes to respect them.

Without express authorization from INNPACTIA, the User may not reproduce, transform, modify, disassemble, reverse engineer, distribute, rent, lend, display, transmit, retransmit, digitize, translate, adapt, make available or allow access to the public through any form of public communication of its brand, its Platform, or any of the elements that comprise it and constitute its appearance and/or operation.

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12. Warranties and responsibilities

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INNPACTIA makes every effort to ensure the suitability and truthfulness of the information provided to Users through the Platform, as well as to ensure compliance with its quality standards in the offering and provision of services by advisors. In this sense, INNPACTIA acquires with Users obligations of means and never of results, therefore INNPACTIA does not guarantee or undertake that Users will achieve specific results with the use they make of the information provided and/or the services provided by advisors.

Consequently, the User assumes the risks arising from the decisions they make regarding the management, administration, and operation of their businesses, company, personnel, equipment, and any other element that makes up their personal or business activity, in relation to the information provided through the Platform and/or the services acquired through it.

INNPACTIA is not responsible for the contents, data, and information that each of the Users enters in the fields and spaces to exchange information with other Users offered by the website. The User accepts that all the information available on the Platform is the sole responsibility of the person who originated said content and likewise, that they are solely responsible for the truthfulness and accuracy of the content they upload to the Platform. INNPACTIA also reserves the right to delete content and/or cancel the account of any User who violates the Community Code of Conduct within the Platform, as well as in the various communication channels of INNPACTIA. The Code of Conduct can be reviewed at the following link and is an integral part of these Terms and Conditions.

INNPACTIA expressly exempts itself from any type of responsibility in situations that could be considered force majeure and undertakes to provide solutions to such problems within the limits of its capacity.

Any claim by the User must be submitted in writing to the following email address support@INNPACTIA.com or through the support section within their Platform.

This communication must contain the date of the event subject to the claim, sufficient identification of the User, and the reasons for the claim. INNPACTIA will review and respond to each of these claims within fifteen (15) business days following receipt of the claim through the indicated channel.
 

13. Relationship between INNPACTIA and the User

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There is no partnership intention between INNPACTIA and the User, and the acceptance of these Terms and Conditions does not imply the establishment of a separate legal entity, either in fact or in law. Neither INNPACTIA nor the User shall be considered as contractor and subcontractor for the purposes of Article 34 of the Labor Code, and therefore there shall be no joint liability for the salaries, social benefits, and compensations of the employees of the other PARTY. Additionally, neither INNPACTIA nor the User acquire representation of the other, for judicial or extrajudicial purposes, nor does it constitute a pact of solidarity or any guarantee regarding claims that third parties may present to either of them. In the event of civil, criminal, labor, tax, disciplinary, or any other type of claims being filed against INNPACTIA and exclusively implicating the User's liability, the User agrees to indemnify INNPACTIA.

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14. Declaration of funds origin.

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The User confirms that the resources available for the payment of the service come from the ordinary course of business derived from their economic activity or corporate purpose and are not the product of illicit activities. In the event that competent authorities make any requests to INNPACTIA regarding the User's resources, the User is obligated to respond to them. By accepting these Terms and Conditions, the User undertakes to provide all the information requested related to the prevention of money laundering and terrorism financing. If all the required documentation is not provided, INNPACTIA is authorized to unilaterally terminate the service. Likewise, the User authorizes INNPACTIA to directly or through third parties consult databases containing information about themselves, all in accordance with current regulations on personal data and data protection. INNPACTIA may refrain from contracting with the User or terminate the provision of the services they have acquired (including their access to the Platform in any of the available modalities) when the User is reported in the same databases.

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15. Personal Data Treatment and Thematic Projects Bank.

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The processing of Users' personal data is subject to the Privacy Policy available at the following link. It outlines the personal data processed by INNPACTIA, the treatments to which they are subjected, their purposes, as well as the rights corresponding to Users as data subjects (such as updating, removal from databases, etc.), and how to exercise them.

The security of the data provided by Users is subject to strict security protocols, applicable both within INNPACTIA and towards third parties, and the implementation of technological tools such as encryption, certificates, among others, which guarantee a level of security in accordance with industry standards.

Data related to services and projects designated as public by the User, or general project data such as its name, theme, and the organization executing it, which by their nature are public, will be included in the Thematic Projects Bank of the Platform and may be used by INNPACTIA to promote interaction between Users, to classify projects based on their main characteristics (for example, project-associated themes), and to present them to funding Users through various functionalities of the Platform and even outside of it, through emails that will be exclusively directed to the funding Users who have registered in the Platform's communication lists.

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16. Cancellation or Suspension of Registration by INNPACTIA.

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The User agrees that INNPACTIA, at its discretion, may cancel or suspend the right conferred to it for the use of the Platform, Information, Services, and Content available therein, at any time, at INNPACTIA's discretion in the event of any breach and/or violation of the Terms and Conditions provided herein, proceeding in such case to the liquidation of the service referred to in these Terms and Conditions. The User agrees that INNPACTIA will have no liability to it or to third parties arising from the cancellation or suspension of its access to the website www.INNPACTIA.com.

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17. Jurisdiction.

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Any differences and/or disputes arising from the execution, interpretation, termination, or liquidation of this document shall be sought to be resolved directly between the parties within a term of fifteen (15) business days, counted from the date on which one of them notifies the other of the reason for the conflict or dispute and summons it for settlement. If agreement is not reached after this period, the parties are free to resort to other dispute resolution mechanisms, such as conciliation or ordinary jurisdiction.

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18. Right of Withdrawal.

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The User may exercise the right of withdrawal within five (5) business days following the payment for the acquired service. In the case of subscribing to the Platform by acquiring the Plan Pro With Cost, the right of withdrawal may be exercised within five (5) business days following the payment of the total price or the first installment or installment.