1. General Provisions

1.1.These Terms of Use (the Terms) govern access to and use of the website https://eurobridge.online, the EUROBRIDGE digital platform, personal accounts, databases, integrations, modules, tools, materials, services, e-mail notifications and any related functionality, including the public project catalogue, Deals and Deal Rooms (together, the Platform).

1.2.The Platform is operated by, and the contracting party to these Terms is, Charity Organization “Charity Fund Come Back to Us”, identification code (EDRPOU) 45019404, Ukraine, registered address: 17 Kovpaka St, Kyiv 03150, Ukraine (the Operator). The Operator administers the Platform in line with its public-benefit purpose.

1.3.The paid services related to the Platform — Subscriptions, placement, Add-ons and Project Preparation and Support — are provided by Sole proprietor (FOP) Oleksandr Kiian, tax number (RNOKPP) 3083518472, 17 Kovpaka St, Kyiv 03150, Ukraine (the Paid Services Provider). The Paid Services Provider is the contracting party for the paid services, issues the invoices and receives the payments for them; the Operator does not accept payment for paid services. Voluntary charitable donations to the Operator are not payment for services (section “Payments, Subscriptions and Fees”).

1.4.Any access to the Platform, viewing of its pages, registration, creation of an Account, uploading of information, sending of messages through the Platform, use of its functionality or other actual use of the Platform means that the person:

• has read these Terms;
• has understood their content;
• has unconditionally and unreservedly agreed to them in full.

1.5.On registration the User, in addition, expressly accepts these Terms and confirms having read the Privacy Policy by ticking the corresponding box; the Platform records the time of registration and the versions of the accepted documents in the Legal Event Log.

1.6.If you do not agree with these Terms in full or in part, you must stop using the Platform immediately.

1.7.The Platform may be used only for lawful purposes and in a way that does not violate the laws of Ukraine, applicable foreign law, the rights of third parties, public order, sanctions regimes, export control rules, anti-corruption requirements or these Terms.

1.8.The following documents form an integral part of these Terms: the Privacy Policy, the Cookie Policy, the Public Offer and the Refund Policy (for paid services), the standard mutual NDA (which binds the Investor and the Initiator, not the Operator, except as stated in it), the published tariff and, where concluded, a separate written agreement with the Operator. In a conflict, a separate written agreement prevails over the tariff, and both prevail over these Terms.

1.9.The Platform operates in Ukraine and internationally. Nothing in these Terms limits mandatory rights that a User has under the law of the User’s country of residence.

2. Definitions

In these Terms the following capitalised terms have the meanings below:

3. Legal Status of the Platform

3.1.The Platform is an information, communication, organisational and technological environment for presenting projects, establishing contacts, exchanging information, organising preliminary interaction between the parties, developing partnerships and coordinating investment, social, infrastructure, healthcare, recovery, charitable and other cooperation, including in PPP projects.

3.2.In particular, the Platform publishes Listings after moderation, assesses them under the published methodology, lets Investors and Initiators exchange information, conclude the NDA, use a Deal Room, record an LOI/Term Sheet and confirm Investment Commencement, and keeps the Legal Event Log. The Deal process on the Platform ends with Investment Commencement; after that the Platform is used for Progress Reports, and the implementation of the Project is the responsibility of the parties.

3.3.The Operator is not a broker, dealer, securities trader, investment firm, investment adviser, asset manager, financial institution, bank, crowdfunding operator, payment institution, escrow agent, custodian, trustee, exchange, depository institution or underwriter, and does not carry out activities that require such licences.

3.4.Unless expressly provided otherwise in a separate written agreement, the Operator is also not a legal or tax adviser, auditor, engineering certifier, developer, general contractor, healthcare institution or representative of any User.

3.5.The Operator is not a party to any agreement between Users (including the NDA, LOI/Term Sheet, investment, loan, concession, PPP or Escrow agreements), does not represent any User in negotiations and does not act as its attorney or agent.

3.6.The Platform and the Operator do not accept, hold, transfer or manage Users’ funds or financial instruments. Payments between Users are made outside the Platform; Escrow, where the parties choose it, is arranged only through a Partner Bank under a separate agreement (section “Deal Workflow”).

3.7.The Platform does not carry out, and is not obliged to carry out, a full or independent check of the accuracy of all data, legal status, technical feasibility, creditworthiness, financial stability, permits, licences, title to assets, authority of representatives, absence of sanctions, conflicts of interest or legal compliance of every Project, User or material. Moderation, Verification Levels and Badges (sections “Project Listings and Moderation” and “Verification Levels and Badges”) have the limited scope described in these Terms and are not such a check (due diligence).

3.8.No information on the Platform is, or may be construed as, investment advice, a public offer, a securities prospectus, a recommendation to acquire or dispose of assets, a guarantee of return, a guarantee of obtaining financing, a guarantee that a transaction will be concluded, a legal opinion, tax advice, an audit, medical advice, technical expertise or any other professional advice.

4. Capacity, Authority and Warranties of the User

4.1.By using the Platform, the User represents and warrants that:

• the User has full legal capacity (in particular is at least 18 years old) and proper legal status;
• the User has all corporate, contractual, regulatory and internal approvals required to use the Platform;
• when acting on behalf of a legal entity, fund, public authority, community, investor, project owner or other organisation, the User is its duly authorised representative, and these Terms are binding on that Organisation;
• all information the User provides is true, accurate, current and not misleading;
• the use of the Platform does not violate any law, contract, court decision, sanctions regime or third-party rights;
• neither the User nor the Organisation the User represents is subject to the sanctions described in section “Sanctions and AML”, and use of the Platform is not prohibited for them by applicable law.

4.2.The Platform is intended for professional use — presenting and reviewing Projects, developing partnerships and related professional activities.

4.3.The User bears sole responsibility for any inaccuracy, incompleteness, obsolescence or misleading nature of the information it submits.

5. Registration and Account Security

5.1.Access to certain functions of the Platform is granted only after registration.

5.2.On registration the User chooses a role (Investor, Business or Public Partner), provides complete, accurate and current information about himself or herself and the Organisation, confirms the e-mail address and keeps this information up to date, in particular the Organisation’s registration code and the self-declaration of beneficial owners used for sanctions screening. The role determines the functions available; it may be changed only by Staff.

5.3.An Account is personal. The User must keep the login, password, access codes, two-factor authentication means (where used) and other identifiers confidential and must not share the Account with other persons.

5.4.All actions performed through a User’s Account are deemed to be performed by that User (and the Organisation it represents) unless proven otherwise by proper and admissible evidence.

5.5.If the User suspects unauthorised access, hacking, a data leak, a compromised password or any other security incident, the User must notify the Platform Administration immediately.

5.6.An Investor’s profile is not public. Initiators see an Investor’s Organisation and contact details only to the extent provided by the Deal workflow (in particular after the NDA is concluded).

5.7.The Platform Administration may at any time, without notice and without giving reasons (unless mandatory law requires otherwise), refuse registration, or suspend, restrict, freeze, deactivate or delete an Account if it considers that:

• the User is in breach of these Terms;
• the data are inaccurate or misleading;
• there is a legal, sanctions, compliance, security, reputational or operational risk;
• the User’s conduct is unacceptable, aggressive, malicious or incompatible with the purpose of the Platform.

5.8.The User may at any time request deletion of the Account in the account settings (see section “Suspension, Blocking and Termination of Access” and the Privacy Policy).

6. Acceptable and Prohibited Use

6.1.The User may use the Platform only for bona fide, lawful and intended actions compatible with the functional purpose of the Platform.

6.2.The User must not:

• use the Platform for fraud, manipulation, deception, fictitious activity, covert data collection or other bad-faith conduct;
• impersonate another person or organisation or misrepresent their authority;
• upload, publish or transmit Content that is false, unlawful, offensive, defamatory, discriminatory, harmful or infringes the rights of third parties;
• list a Project the User has no right to present, or one that is fictitious, fraudulent or unlawful;
• post materials for which the User lacks the rights, permissions, licences or authority;
• offer through the Platform a public placement of securities, bonds, shares, derivatives or other instruments, or carry out through the Platform any other activity that requires a licence, registration or approval or is prohibited by law;
• use the Platform for money laundering, terrorist financing, corruption, sanctions evasion or other unlawful purposes;
• use robots, scrapers, parsers, bots, deep links, data mining, automated extraction or similar means without the Operator’s written permission or beyond the public API made available by the Operator under its own terms, or collect data about other Users;
• interfere with the operation of the Platform, test it for vulnerabilities without written permission, circumvent technical restrictions or access levels, or gain unauthorised access to servers, databases, APIs or other persons’ accounts;
• upload malicious code, viruses, trojans, ransomware or other harmful components;
• use the Platform in a way that may violate the law on personal data protection, export control, sanctions, competition, anti-money laundering, anti-corruption or other mandatory rules;
• disclose confidential information in breach of the NDA or other obligations, or use it other than to evaluate the Project;
• bypass the Deal workflow in order to avoid the Platform Fee;
• send unsolicited bulk messages, spam or harassing messages;
• copy, duplicate, resell, sublicense, transfer, commercially exploit or otherwise use the Platform or any part of it without the written permission of the Platform Administration.

6.3.In case of a breach, the Platform Administration may remove Content, restrict functions, suspend or terminate an Account (section “Suspension, Blocking and Termination of Access”) and report unlawful activity to the competent authorities where required by law.

7. User Content

7.1.By placing any Content on or through the Platform, the User unconditionally represents and warrants that:

• the User owns such Content or has all rights, consents, permissions and lawful grounds necessary to use it;
• such Content does not infringe intellectual property rights, privacy, confidentiality, trade secrets, contractual or other rights of third parties;
• such Content is not knowingly false, distorted or misleading.

7.2.The User bears full and exclusive responsibility for all Content it places, transmits, publishes or makes available through the Platform and remains the owner of the User Content (or keeps the rights it holds).

7.3.Listings and Progress Reports are published only after moderation (section “Project Listings and Moderation”). For any Content, the Platform Administration has the right, but not the obligation, to review, moderate, limit the visibility of, edit (including formatting and classification), move, temporarily hide or remove it without notice where it considers this appropriate.

7.4.By placing Content on the Platform, the User grants the Operator a non-exclusive, royalty-free, worldwide licence, irrevocable for the period during which the Content is placed (and for the period needed to keep records under the Privacy Policy), to store, technically reproduce, format, adapt, index, publicly display, back up, translate (including by machine translation), organise and use such Content for operating the Platform, analytics, security, presenting the Platform in marketing and technical support of the services — to the extent necessary for the operation of the Platform and related services.

7.5.For published Listings, the licence covers displaying the public part of the Listing (title, sector, location, CAPEX range, indicators, Score, Badges, images) on the Platform — in the catalogue, map, dashboard, sitemaps and social media previews — and in the Operator’s materials presenting the Platform. Files at NDA and LOI access level are never used for marketing purposes.

7.6.The Operator may use aggregated and anonymised data derived from the Platform (for example, totals by sector or region) for statistics, the recovery dashboard and analysis.

7.7.Machine translations of User Content are provided for convenience; the version in the original language prevails between the parties.

8. Limited Scope of Checks and No Reliance

8.1.The Platform may contain information obtained from third parties, including project initiators, investors, partners, consultants, contractors, state or municipal bodies, donors or other Users.

8.2.The Platform Administration does not guarantee or confirm the accuracy, completeness, currency, legal soundness, technical feasibility, economic viability, investment attractiveness, safety or legal compliance of any information placed on the Platform. A Verification Level or Badge only attests that the corresponding check was carried out within the stated scope and on the stated date.

8.3.Each User unconditionally agrees that it:

• assesses all risks of using information from the Platform on its own;
• relies exclusively on the results of its own review;
• must carry out its own legal, financial, technical, tax, sanctions, corporate, medical, construction and other appropriate due diligence where the nature of the transaction or Project requires it.

8.4.No material, profile, teaser, presentation, financial model, roadmap, Project description, EUROBRIDGE Score or other communication on the Platform constitutes a legally binding offer, guarantee, representation or obligation of the Platform Administration.

9. No Investment, Legal or Other Professional Advice

9.1.The Operator does not provide investment recommendations or individual investment advice through the Platform, does not carry out brokerage and does not act as an intermediary in transactions in financial instruments. The Operator does not provide legal opinions, tax advice, audit opinions, engineering certifications, medical recommendations or other professional services through the Platform unless agreed in a separate written agreement.

9.2.No information on the Platform (including Listings, the EUROBRIDGE Score, Verification Levels, Badges, analytics, news, the recovery dashboard and e-mail notifications) is investment, legal, tax, accounting, technical or other professional advice. No element of the Platform may be construed as:

• a call to invest;
• a recommendation to finance, or not to finance, a particular Project;
• a guarantee of income, payback, safety or return of funds;
• a confirmation that a transaction is permitted, lawful or neutral from a regulatory point of view.

9.3.Listings are not a public offer, prospectus, offer of securities or other financial instruments, or a solicitation of the public to invest. Projects are presented to registered Users for preliminary discussion between professional parties.

9.4.Each Investor is responsible for determining whether it may participate in a Project under the law applicable to it (including qualified or professional investor status, currency control, foreign investment screening and sanctions), and for obtaining its own independent advice.

9.5.Financial indicators (CAPEX, IRR, NPV, payback, scenarios) are provided by the Initiator and are estimates. Past or projected figures are not a reliable indicator of future results.

9.6.Where a particular operation, model of obtaining funds, issue, offer of shares, tokenisation or donation-based, reward-based, debt-based or equity-based mechanism falls within a regulated activity, the obligation to comply with the relevant requirements rests solely with the persons who initiate, offer or carry out that activity.

10. Project Listings and Moderation

10.1.An Initiator creates a Project in the project wizard and submits it for moderation. On submission, the Initiator confirms (by click-wrap and, where requested, a file signed with a qualified electronic signature) that the information is accurate, complete and not misleading, and that the Initiator has the right to publish it.

10.2.Staff review the Listing for completeness, consistency and compliance with these Terms, may request clarifications or documents, may require corrections and may approve or reject the Listing. Moderation is not a check of the Project’s merits and is not independent due diligence.

10.3.A Listing is published only after approval. Changes to key fields (for example CAPEX, IRR, location, deal structure) and file uploads are recorded in the Legal Event Log and may send the Listing back to moderation.

10.4.The Initiator is responsible for keeping the Listing current and must update or withdraw it without delay when material circumstances change (for example when funding has been obtained, permits have been revoked or the Project has been cancelled).

10.5.The Platform Administration may refuse, suspend, edit for format, re-classify or archive a Listing that breaches these Terms or the law, contains inaccurate information or creates legal, sanctions or reputational risk. The Initiator is informed of the decision and, where it is a rejection, of the reason.

10.6.Projects listed by Public Partners must comply with the legislation on PPP, concessions, state and municipal property and public procurement. The listing of a Project is not a tender, competition or other procedure for selecting a private partner.

11. Verification Levels and Badges

The Platform records the following Verification Levels:

11.1.The Verification Level is shown on the Listing in the catalogue and on the Project page. A Badge records a specific check and its date only: “Checked against registers” (data in public registers, including through Opendatabot for Ukraine), “Sanctions screened”, “War damage confirmed”, “Signed with QES”, “Confirmed by partner”. A Badge applies to the moment of the check and may be withdrawn if the circumstances change.

11.2.Investors registered with a corporate e-mail domain may receive the “Verified (Domain)” mark; registration with a public e-mail service requires manual review.

11.3.Verification Levels and Badges are not a certification, rating, recommendation, guarantee by the Operator or independent due diligence. Each User remains responsible for its own review.

12. EUROBRIDGE Score

12.1.The EUROBRIDGE Score (0–100) is calculated from 24 indicators in five groups: strategy and market (20%), readiness (25%), finance (25%), risks and investor protection (20%), and team (10%). Each indicator is scored 0–5 by a moderator on the basis of the Initiator’s answers and evidence. The Confidence indicator (0–100) combines evidence coverage (60%), completeness (25%) and Verification Level (15%). The current methodology is published at /methodology.

12.2.The EUROBRIDGE Score measures how complete, consistent and well-evidenced a Listing is at the time of assessment. It is not a credit rating, an investment rating, a valuation, a forecast of return or a recommendation to invest or not to invest, and it is not produced by a rating agency.

12.3.The Initiator sees a preliminary self-assessment; the published Score is set by Staff. The Initiator may ask for a review of the Score with additional evidence. The Operator may change the methodology; changes apply to new assessments and are published on the methodology page.

13. Deal Workflow

A Deal goes through the following stages; each change of status is recorded in the Legal Event Log:

• Inquiry. Only a registered Investor with a confirmed e-mail may send an Inquiry. The Initiator decides whether to proceed.
• NDA. The Initiator offers the NDA; the Investor accepts it online (click-wrap) or uploads a signed copy. Each acceptance is recorded with the version of the text, its hash, the time and the IP address. Contact details of the parties are disclosed after the NDA is concluded.
• Deal Room. The Initiator opens the Deal Room with folders 01–06 (summary, plan, asset and title, budget/CAPEX, risks, LOI/Term Sheet). Files are available by access level: Public, NDA, LOI; every view and download is recorded in the access log.
• LOI / Term Sheet. The parties upload the draft and confirm signing by both. The legal effect of the LOI/Term Sheet is determined by its own text and the law that governs it.
• Escrow (optional). Escrow is possible only through a Partner Bank (МТБ Банк (MTB Bank)) under a separate agreement between the parties to the Deal and the Partner Bank, on its terms and under its KYC procedures. Staff only record the statuses: requested, opened, KYC passed, funded, released. The Operator is not a party to the escrow agreement, does not hold the funds and does not give instructions to the Partner Bank on behalf of the parties.
• Investment Commencement. Both parties confirm in the Deal the event that constitutes Investment Commencement and upload evidence; Staff may also verify it on the basis of documents. The confirmed Investment Commencement triggers the Platform Fee.
• Closure or termination. A Deal is closed after Investment Commencement or terminated by either party with a stated reason.

13.1.Each party conducts its own negotiations, due diligence and decision-making. The Platform Administration does not guarantee that an Inquiry will be answered, that an NDA, LOI/Term Sheet or investment agreement will be concluded, or that Investment Commencement will occur.

13.2.Users must not use the information obtained through the Platform to bypass the Deal workflow in order to avoid the Platform Fee (section “Payments, Subscriptions and Fees”).

13.3.Where a qualified electronic signature or another form is required by law for a document, the click-wrap acceptance recorded on the Platform does not replace that form.

14. Progress Reports

14.1.After Investment Commencement the Initiator publishes Progress Reports on the implementation of the Project at least quarterly and in any event on reaching a material milestone or upon a material delay.

14.2.Progress Reports are moderated before publication and shown on the Project page; Investors who saved the Project may receive them in e-mail digests. The Initiator is responsible for their accuracy as for any other User Content.

14.3.A Progress Report is information from the Initiator; it is not verified or endorsed by the Operator unless a Badge states otherwise.

15. Sanctions and AML

15.1.The Operator screens Organisations, their self-declared beneficial owners and Projects against sanctions and politically exposed persons lists (including the lists of the EU, UN, United States (OFAC), United Kingdom and Ukraine (NSDC)): before publication of a Project, before the Deal Room is opened and before Escrow. Screening may be carried out manually or with a provider (for example OpenSanctions); potential matches are always reviewed by a person.

15.2.The Platform Administration may refuse registration, publication, access to a Deal Room or any other service, suspend a Deal or terminate an Account if it identifies a sanctions risk, if a User does not provide requested information, or where required by law, without being liable for any resulting loss.

15.3.Users cooperate with the Operator and the Partner Bank in KYC and anti-money laundering procedures, provide accurate information about beneficial owners and the source of funds when requested, and inform the Operator without delay of any change that may affect the screening.

15.4.The Operator may disclose information to competent authorities where required by law.

16. Intellectual Property

16.1.All economic and moral intellectual property rights in the Platform, its structure, software code, architecture, design, databases, interfaces, texts, graphics, logos, trade marks, the EUROBRIDGE Score methodology, modules, analytical materials, templates, technical solutions and other elements, except User Content, belong to the Operator or its licensors or are used by the Operator on lawful grounds.

16.2.Nothing in these Terms transfers any intellectual property rights to the User, except a limited, revocable, non-exclusive, non-transferable right to use the Platform in accordance with its purpose.

16.3.Without the prior written permission of the Platform Administration, copying, reproducing, decompiling, modifying, distributing, mirroring, selling, commercially exploiting, republishing or creating derivative products or databases based on the Platform or any part of it is prohibited, except where expressly permitted by law.

16.4.Feedback and suggestions about the Platform may be used by the Operator freely and without compensation. Map data © OpenStreetMap contributors; other third-party materials are used under their licences.

17. Confidentiality, Sensitive Information and Deal Room Rules

17.1.The User must not place on the Platform confidential, privileged, banking, medical, personal, sanctions-sensitive, export-controlled, state, official or other restricted information without proper legal grounds and approvals.

17.2.The Platform Administration applies technical and organisational security measures but does not guarantee absolute protection against unauthorised access, data loss, leaks, interception, virus attacks or other cyber risks.

17.3.For the exchange of confidential information within a Deal, the Platform offers the standard mutual NDA (section “Deal Workflow”); confidential information exchanged between an Investor and an Initiator is governed by the NDA concluded between them. Where the parties need broader or different arrangements (for example data-sharing agreements), they conclude them themselves. The User must not upload to the Deal Room information that it is not entitled to disclose.

17.4.Deal Room files are stored in private storage and are delivered only after an access check. Every view or download is recorded in the access log (user, Organisation, file, access level, time). The access log of a Deal may be made available to the Initiator of the Deal and to Staff.

17.5.PDF files at NDA and LOI access level are delivered to Investors as copies stamped on every page with the Investor’s Organisation, e-mail address, the Deal reference and the time of download; the stored original is not changed. Watermarking may not be possible for some files (for example encrypted or signed files); such cases are recorded in the access log.

17.6.Users must not remove or alter watermarks, circumvent access levels, share access with persons not bound by the NDA, or copy Deal Room content in bulk.

17.7.Questions and answers in the Deal Room belong to the due-diligence record of the Deal and are kept with the Deal even if a User later deletes the Account (see the Privacy Policy).

17.8.Staff have access to Deal data only to the extent necessary for moderation, support, compliance, security and handling disputes, and are bound by confidentiality obligations.

18. Personal Data

18.1.The collection, processing, storage, transfer and protection of personal data are governed by the Privacy Policy; cookies are used in accordance with the Cookie Policy.

18.2.By using the Platform, the User confirms having read the Privacy Policy. The legal bases for processing (contract, legitimate interests, legal obligation, consent) are set out in the Privacy Policy; consent, where it is required (for example for analytics or the newsletter), is asked for separately.

18.3.When a User receives personal data of another User or a third party through the Platform (for example contact details after the NDA, or data in Deal Room documents), the recipient processes such data as an independent controller, only for evaluating and carrying out the Project, and in compliance with applicable data-protection law.

18.4.Matters not covered by the Privacy Policy are governed by the laws of Ukraine and, where necessary, other mandatory rules that apply.

19. Third Parties and External Links

19.1.The Platform may contain links to third-party websites, services, cloud solutions, databases, payment, analytics or other external systems.

19.2.The Platform Administration does not control such resources and is not responsible for their content, availability, policies, security, operation, legality, accuracy or the consequences of their use. The Partner Bank, check providers and other third parties provide their services under their own terms.

19.3.Following external links is entirely at the User’s own risk.

20. Availability, Modification and Discontinuation of the Platform

20.1.The Platform Administration may at any time, without notice and without any liability:

• change the Platform, its functionality, structure, design, architecture, pricing and access rules;
• restrict access to certain sections, countries, categories of users or functions;
• suspend, interrupt, update, discontinue or permanently close the Platform or any part of it.

20.2.Where possible, the Operator informs registered Users in advance of the permanent closure of the Platform so that they can export their data.

20.3.The Platform Administration does not guarantee uninterrupted, error-free, secure or defect-free operation of the Platform.

20.4.The User agrees that technical failures, maintenance, updates, hacker attacks, force majeure and actions of providers, cloud services or third parties may affect the availability of the Platform, and that this in itself is not a breach by the Platform Administration.

21. Disclaimer of Warranties

21.1.The Platform is provided on an “as is” and “as available” basis.

21.2.To the maximum extent permitted by law, the Platform Administration expressly disclaims all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, continuity, security, accuracy, completeness, reliability, non-infringement of third-party rights, achievement of the expected result, or suitability for investment, financing, partnership or the implementation of projects.

21.3.The Platform Administration does not warrant that:

• the Platform will meet the User’s expectations;
• any User, Investor, Project, contractor or partner is bona fide, solvent, licensed or suitable;
• communication through the Platform will lead to a transaction;
• information on the Platform will be error-free or current at any given time.

22. Limitation of Liability

22.1.To the maximum extent permitted by law, the Platform Administration is not liable for any direct, indirect, incidental, special, punitive, consequential, reputational, economic or other losses, including loss of income, profit, financing, goodwill, expected investment, opportunities, data, contracts, customers or savings, arising in connection with:

• access to, or inability to access, the Platform;
• use of, or inability to use, the Platform;
• reliance on any Content or information from the Platform;
• negotiations, conflicts, transactions, failed deals or relationships between Users and/or third parties;
• acts or omissions of Users, the Partner Bank, providers of third-party services or other third parties;
• removal of Content, blocking of an Account, changes to functionality or discontinuation of the service;
• cyberattacks, acts of third parties, viruses, unauthorised access, technical failures or data loss;
• any investment, construction, infrastructure, medical, social or other decisions made on the basis of data from the Platform.

22.2.If, despite these Terms, the liability of the Platform Administration cannot be fully excluded, its aggregate maximum liability for all claims of a User is limited to the lower of: (a) the amount actually paid by the User to the Operator during the 3 calendar months preceding the event giving rise to the claim; or (b) the equivalent of EUR 100.

22.3.This limitation applies regardless of the legal basis of the claim: contract, tort, negligence, restitution, statute or any other basis.

22.4.Nothing in these Terms excludes or limits liability for intentional wrongdoing or gross negligence, for harm to life or health, or any other liability that cannot be excluded or limited by law.

23. Indemnification

23.1.The User undertakes, on first demand, to defend, indemnify and hold harmless the Platform Administration, its affiliates, officers, employees, contractors, consultants and partners from and against any claims, actions, demands, proceedings, sanctions, fines, losses, costs and expenses, including reasonable legal fees, arising directly or indirectly from:

• the User’s breach of these Terms;
• the unlawfulness or inaccuracy of the User Content;
• infringement of intellectual property, confidentiality, privacy or other rights of third parties;
• use of the Platform in breach of the law;
• any actions, statements, warranties, offers, representations or transactions made by the User through the Platform.

23.2.The obligation to indemnify applies regardless of whether the Platform Administration had the opportunity to mitigate the losses. The Operator informs the User of a third-party claim and allows it to take part in the defence.

24. Payments, Subscriptions and Fees

24.1.Where certain functions of the Platform are paid, the terms of access, pricing, invoicing and payment are set in the tariff published on the Platform or in a separate agreement with the Paid Services Provider. The current tariffs and Add-ons are published on the “For business” page. The contracting party for the paid services and the recipient of the payments is the Paid Services Provider; the Operator does not accept fees for services.

24.2.Investors browse the Project catalogue and the short description of each Project free of charge. The detailed Project card (financial indicators and investment terms, the full description, indicators with evidence, the list of documents, risks, information about the initiator and the right to send an Inquiry or an NDA request) is a paid service of the Paid Services Provider: per card, as a pack of cards (pack credits are valid for 12 months from payment) or within an investor subscription, at the prices published on the Platform; a new investor organisation may receive free trial unlocks. A detailed card is unlocked for the Investor’s organisation for that Project permanently. Once a card is unlocked, NDA and the Deal Room are free of charge for the Investor.

24.3.Paid services are ordered and paid for on the terms of the Public Offer (acceptance by paying by bank card or against an invoice). Unless the tariff provides otherwise (in particular for Public Partners), Initiators pay (a) a Subscription under the published tariff, and (b) the Platform Fee for the use of the deal process, which becomes due upon Investment Commencement in a Deal concluded through the Platform. The amounts, currency and payment terms are set in the tariff or in a separate agreement with the Paid Services Provider.

24.4.The “Basic” plan is free of charge for Initiators and has no time limit: the Project card with the basic information is listed in the catalogue and Investors may send Inquiries and messages. In-depth features (in particular NDA, the Deal Room, Q&A, the PDF teaser and analytics) are available only on paid plans (from “Active”) once paid. There is no free trial period with the features of the paid plans. If a paid Subscription is not renewed, the “Basic” plan applies: the publication of the Project is kept and only the features of the paid plan become unavailable; the Subscription does not renew automatically. The plan does not affect the Score, the verification level or the outcome of moderation; featured placement is always labelled on the Project card.

24.5.Invoices for Subscriptions, Add-ons and the Platform Fee are issued by the Paid Services Provider; the invoice for the Platform Fee within 5 (five) Business Days after Investment Commencement is confirmed. An invoice is payable within 5 (five) bank business days of its date (a bank business day is a day on which banks in Ukraine carry out settlement operations) unless a separate agreement sets another term. Paid features of a plan or Add-on are enabled once the payment has been received.

24.6.The Platform Fee remains due if Investment Commencement in the Project with the same Investor (or its affiliate) occurs outside the Platform within the period set by the tariff or a separate agreement with the Paid Services Provider after the Investor’s first Inquiry about the Project.

24.7.The Subscription is paid in advance. Unless expressly provided otherwise by mandatory law or a separate written agreement, all payments are final and non-refundable, including for an unused Subscription period, except for refunds provided for in the Refund Policy (including a refund within 14 days if the paid access has not been used).

24.8.Where the User’s access is blocked, restricted or terminated because of a breach of the Terms, false information, compliance or sanctions risks, abuse or other bad-faith conduct, the amounts paid are not refunded.

24.9.Fees are exclusive of taxes unless stated otherwise. The Platform Fee is a fee for the use of the Platform’s deal process; it is not a commission for brokerage, investment advice or intermediation in obtaining financing.

24.10.Add-ons are provided after the invoice is paid, within the scope described on the “For business” page. Time frames stated in an Add-on description are targets. No Add-on affects the EUROBRIDGE Score, the verification level or the outcome of moderation, and none guarantees views, Inquiries, investment or the conclusion of any transaction; featured placement is labelled on the Project card.

24.11.Project Preparation and Support is provided by the Paid Services Provider only under a separate written agreement that sets the scope of work, the customer, the fee (from 1 (one) per cent of the amount raised for the Project unless the agreement provides otherwise) and how it is paid. This service does not change the Platform’s legal status (section “Legal Status of the Platform”): neither the Paid Services Provider nor the Operator is a party to transactions between Users, accepts or holds their funds, gives investment advice or guarantees that financing will be obtained.

24.12.Professional Services are provided by the Paid Services Provider and/or the partner professionals it engages (law firms, engineering, financial and other advisers) only under separate written agreements that set the scope of work, the provider, the price, the milestones and the timeline. Legal help on the law of foreign states is given only by partner law firms entitled to do so in the relevant jurisdiction; the Operator and the Paid Services Provider do not give such help in their own name. Professional Services do not change the legal status of the Platform (section “Legal Status of the Platform”): the Operator and the Paid Services Provider are not party to transactions between Users, do not accept or hold their funds, do not give investment advice and do not guarantee financing, permits or any other result.

24.13.Voluntary charitable donations to the Operator are accepted only as donations to the Platform’s public-benefit purpose: they are not payment for services, are not credited against payments to the Paid Services Provider and give no advantage on the Platform (Score, moderation, placement, access to features).

24.14.Remuneration of introducers under the partner programme is paid only for investments that have actually been financed and under a separate agreement.

25. Suspension, Blocking and Termination of Access

25.1.The Platform Administration may, without notice and at its sole discretion, restrict, suspend or completely terminate the User’s access to the Platform or certain of its functions, and suspend a Listing or a Deal.

25.2.Such a decision may be taken, in particular but not exclusively, in the case of:

• a breach of these Terms;
• a breach of the law or a reasonable suspicion of such a breach;
• the provision of false, incomplete or misleading information;
• a complaint from a third party;
• a request of a public authority, court, provider or compliance partner;
• sanctions, AML/KYC, reputational, security, cybersecurity or operational risks;
• inactivity of the User where the Account creates risks or its data are no longer current.

25.3.The Platform Administration is not obliged to explain the reasons for such a decision unless mandatory law requires otherwise.

25.4.A User may stop using the Platform at any time and may request deletion of the Account in the account settings (see the Privacy Policy). Obligations relating to Deals already started (including the NDA and the Platform Fee) are not affected.

25.5.On termination, the Listings are archived. Deal records, the Legal Event Log, invoices and other records are kept for the periods stated in the Privacy Policy. Provisions on fees accrued, confidentiality, licences needed to keep records, intellectual property, disclaimer of warranties, limitation of liability, indemnification and disputes survive termination.

26. Force Majeure

26.1.The Platform Administration is not liable for non-performance or improper performance of its obligations caused by force majeure, including but not limited to war, hostilities, terrorist acts, cyberattacks, power outages, communication failures, acts of public authorities, sanctions, strikes, fires, floods, earthquakes, epidemics, failures of cloud infrastructure or acts of third parties that the Platform Administration cannot objectively influence.

27. Changes to the Terms

27.1.The Platform Administration may at any time amend, supplement or restate these Terms, in particular when the Platform’s functions, the business model or the law change. Each edition has a version number and date.

27.2.A new edition of the Terms takes effect when it is published on the Platform unless stated otherwise. Registered Users are notified of material changes to their rights and obligations (in particular regarding fees, liability or data processing) by e-mail and on the Platform at least 14 days before such changes take effect; changes required by law or purely in favour of Users may take effect earlier.

27.3.Continued use of the Platform after a new edition takes effect means full acceptance of that edition. If a User does not agree with the changes, the User may stop using the Platform and delete the Account before they take effect. Changes do not affect fees already accrued or transactions already concluded, unless the parties agree otherwise.

28. Governing Law and Disputes

28.1.These Terms and any non-contractual obligations arising out of or in connection with them are governed by and construed in accordance with the laws of Ukraine, unless mandatory conflict-of-law rules require otherwise, and without prejudice to the mandatory rules of the User’s country of residence that cannot be derogated from by agreement.

28.2.Before bringing a claim before a court or another dispute-resolution body, the User must send a written claim to info [at] eurobridge [dot] online or to the Operator’s address and allow the Platform Administration at least 15 Business Days to respond, unless mandatory law provides otherwise.

28.3.All disputes, claims, disagreements or demands arising out of or in connection with these Terms that are not settled through the claim procedure are resolved by the competent court of Ukraine at the Operator’s location, unless mandatory law or a separate written agreement provides otherwise. A consumer may also bring a claim before the court of the consumer’s place of residence where the law so provides.

29. Language

29.1.These Terms are published in Ukrainian and English.

29.2.In case of any discrepancy, inconsistency or difference in interpretation between the language versions, the Ukrainian version prevails. Versions in other languages, where shown, are provided for convenience only.

30. Notices and Contact Details

30.1.Notices to Users are sent to the e-mail address of the Account and/or published in the account. Users send notices to the Operator by e-mail; legally significant notices may also be sent by post to the Operator’s address.

For questions about these Terms, please contact:

• Operator: Charity Organization “Charity Fund Come Back to Us”, identification code (EDRPOU) 45019404
• Paid Services Provider: Sole proprietor (FOP) Oleksandr Kiian, tax number (RNOKPP) 3083518472, 17 Kovpaka St, Kyiv 03150, Ukraine; invoices and paid services: info [at] eurobridge [dot] online
• Address: 17 Kovpaka St, Kyiv 03150, Ukraine
• Website: https://eurobridge.online
• General questions: info [at] eurobridge [dot] online
• Personal data: compliance [at] eurobridge [dot] online
• Compliance, sanctions and complaints: compliance [at] eurobridge [dot] online
• Contact form: /contact