Introduction

These terms and conditions (the "Terms") govern your use of Ora Technology PLC's ("Ora") website and app (collectively, the "Exchange"). By accessing or using the Exchange, you agree to be bound by these Terms.

Definitions

• "Carbon credits" means units representing the investment value of carbon credits that have been certified as representing reductions in greenhouse gas emissions, expressed in tonnes of carbon dioxide equivalent (tCO2e).
• "Exchange" means Ora's website and app.
• "User" means any person who uses the Exchange.

Use of the Exchange

The Exchange is intended for use by businesses and individuals who wish to buy or sell carbon credits. Users must create an account on the Exchange in order to buy or sell carbon credits. To use the Exchange, you must be at least 18 years old and have the legal capacity to enter into a binding agreement. By using the Exchange, you represent and warrant that you meet these eligibility requirements.

User Account

‍To use the Exchange, you must register for an account. You agree to provide accurate and complete information during the registration process and to update your information promptly if it changes.

You are responsible for maintaining the confidentiality of your account credentials, including your username and password. You agree to notify us immediately if you suspect any unauthorised use of your account or any other security breach.

Buying and selling carbon credits

The Exchange allows users to buy and sell carbon credits ("Credits") in accordance with applicable laws and regulations. You acknowledge that trading Credits involves risks, and that the value of Credits can fluctuate based on various factors, including market conditions and regulatory changes.

You agree to use the Exchange only for lawful purposes and to comply with all applicable laws and regulations. You acknowledge that we may, in our sole discretion, limit or prohibit your use of the Exchange if we suspect that you are engaging in unlawful activities or violating these Terms.

Fees

‍Ora may charge fees for the use of the Exchange or any related services. You agree to pay all fees and charges associated with your use of the Exchange in accordance with our pricing schedule. Ora reserves the right to change our pricing schedule at any time without prior notice.

Intellectual property rights

The Exchange is owned and operated by Ora. The Exchange and all content and materials included in the Exchange, including without limitation text, graphics, logos, images, software, and other intellectual property, are owned or licensed by Ora and are protected by copyright, trademark, and other intellectual property laws.

You may not use, copy, reproduce, distribute, or modify any content or materials included in the App without our express written consent.

Disclaimer of Warranties

The exchange is provided "as is" and without warranties of any kind, either express or implied. We disclaim all warranties, including without limitation, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Limitation of Liability

In no event shall we be liable to you for any indirect, consequential, incidental, special, or punitive damages, including without limitation, lost profits, lost revenues, or business interruption, arising out of your use of the app, even if we have been advised of the possibility of such damages.

Our liability to you for any claims arising out of or related to the app shall not exceed the total amount paid by you to us during the six months prior to the date of the claim.

Indemnification

You agree to indemnify and hold us harmless from and against any and all claims, damages, liabilities, and expenses, including without limitation solicitors' fees, arising out of your use of the Exchange or any breach of these Terms.

Termination

‍Ora may terminate your access to the Exchange at any time for any reason, including but not limited to, if you violate these Terms. You may also terminate your account at any time by contacting us.

Fraud

Any attempt to defraud Ora or any other user of the Exchange will be a breach of these Terms and may result in legal action.

Privacy

Ora respects the privacy of its users and will only collect and use personal information in accordance with its privacy policy.

Security

Ora takes the security of its users' personal information seriously and has implemented appropriate security measures to protect it from unauthorised access, use, disclosure, alteration, or destruction.

Disclosure

Ora may disclose personal information to third parties if required to do so by law or in the good faith belief that such disclosure is necessary to:

• Comply with the law or comply with a valid legal process served on Ora
• Protect the rights, property, or safety of Ora Exchange Limited, its users, or others
• Investigate or respond to a claim of suspected fraud, security or technical issue
• Enforce these Terms
• To a buyer or seller of your carbon credits in connection with a transaction on the Exchange

Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of England and Wales. You agree to submit to the exclusive jurisdiction of the courts in that jurisdiction for any dispute arising out of or related to these Terms or your use of the Exchange.

Changes to the Terms

Ora may make changes to the Exchange at any time. These changes may include, but are not limited to, changes to the features and functionality of the Exchange, changes to the fees charged by Ora, and changes to these Terms.

Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver

The waiver of any provision of these Terms will not be effective unless in writing and signed by Ora.

Entire agreement

These Terms constitute the entire agreement between the parties and supersede all prior agreements, understandings, and representations, whether written or oral.

Contact us

If you have any questions about these Terms, please contact us at legal@ora.exchange or write to us at 72 Charlotte Street, London, England, W1T 4QQ.

Ora Technology PLC, Updated 19/5/23

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Referral Scheme Terms & Conditions

• Eligibility: This referral scheme (“Scheme”) is available to existing users (“Referrers”) of the Ora Technology PLC Investment App ("App"). Referrers can refer friends, family, or other acquaintances who do not already have an account with Ora Technology PLC ("Referred Parties"). To be eligible for the Scheme, both the Referrer and the Referred Party must be over 18 years of age and residents of the United Kingdom.
• Investment Requirement: Both the Referrer and the Referred Party must invest at least £50 into their respective accounts for the referral reward to be issued. Investments must be made in GBP and must remain in the account for at least 30 days. If the investment is withdrawn before this period, the £10 discount code will not be issued.
• Referral Reward: The £10 reward will be issued to the Referrer in the form of a discount code within 14 business days after both the Referrer and the Referred Party have met the investment requirement. This discount code can be used for purchases within the App. This discount code is non-transferable and cannot be exchanged for cash.
• Multiple Referrals: Referrers may refer multiple parties but can only receive a maximum of 50 discount codes (equivalent to £500) per calendar year through the Scheme.
• Abuse of Scheme: Ora Technology PLC reserves the right to disqualify any Referrer or Referred Party if we suspect that they are abusing the Scheme in any way, including creating multiple accounts, fraudulent activities, or other actions that violate Ora Technology PLC’s User Agreement.
• Taxation: Any discounts earned may be subject to taxation. It is the responsibility of each participant in the Scheme to ensure compliance with local tax regulations.
• Changes to the Scheme: Ora Technology PLC reserves the right to amend, suspend, or terminate this Scheme at any time without notice. If we do this, we will post the amended Terms on our website.
• Personal Data: By participating in the Scheme, you agree to the collection and use of your personal data in accordance with Ora Technology PLC's Privacy Policy.
• Governing Law: These Terms are governed by and interpreted in accordance with the laws of the United Kingdom. You agree to submit to the non-exclusive jurisdiction of the courts of the United Kingdom.
• Disclaimer: The Ora Technology PLC investment platform is regulated by the Financial Conduct Authority (FCA). However, the value of your investment can go up or down and you may get back less than you invested. Please ensure you understand the risks associated with investing before participating in this Scheme.

By participating in the Scheme, you agree to be bound by these Terms & Conditions.

Ora Technology PLC, Updated 19/5/23

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Sources

Source: Boston Consulting Group & Shell - The voluntary carbon market: 2022 insights and trends

Source: ZeroTracker