This Referral Program Agreement, in combination with other Agreements relating to your use of Climatize, is made between User (“you”, “your”) and Climatize (“we,” “our”, “us”) and governs your participation in the Climatize Investor Referral Program (the “Referral Program”). By requesting or sending a Referral Code (defined below), you will be deemed to have accepted and be bound by this Agreement. We may modify this Referral Program Agreement by posting an updated version on our website. By continuing to participate in the Referral Program after the posting of such modifications, you shall be deemed to accept such modifications.  

1. Referral Program Eligibility

To participate in the Climatize Investor Referral Program, you must be:

1. A Climatize user in good standing.

2. A user who possesses a Climatize investment account (an email-verified account with an associated password).

3. At least 18 years of age.

2. Qualifying Referrals

Climatize will provide you with a unique Referral Code that can be provided to prospective Climatize users. Referral bonuses will only be awarded for Qualifying Referrals. A “Qualifying Referral” must meet all of the following conditions:

1. The referred user is not registered and was not previously registered with Climatize under any email address or alias.

2. The user is in good standing.

3. The referred user creates a Climatize investment account using the referrer’s Referral Code. If a referred user registers for Climatize without using a unique Referral Code, the registration will not count as a Qualifying Referral.

4. The user must complete the entire sign-up and onboarding process.

The Referral Code should only be provided directly to your Users’ personal acquaintances. Additionally, you and your Users may not use any paid advertisement to promote the Referral Program, including but not limited to, paid search marketing, advertisements, affiliate networks, paid email campaigns, or other similar methods. You may not use a Referral Code to create a new Climatize account for a user, its affiliated entities, or yourself. By participating in the Referral Program, you represent and warrant that (i) each of your Users has a personal relationship with his/her referral or otherwise has the necessary consents to submit their information to the Referral Program; and (ii) each of your Users will comply with all applicable Climatize policies and terms, and any and all applicable laws or regulations.

3. Delivery of Referral Bonus

Referral Bonuses will be delivered to the Referrer as credits applied to their next completed transaction on Climatize.

4. Redemption Process

You may be eligible to earn a Referral Bonus for each Qualified Referral that you refer. The Referral Bonus changes from time to time and will be set forth on the relevant promotion page. The Referral Bonus is set to the value displayed on the relevant promotion page at the time the Referral Code is sent to the prospective customer. You will have earned a Referral Bonus when a Qualifying Referral is made and you have made a new transaction. You will receive a notification that you have earned a Referral Credit, which can be used immediately. 

For example, an investor who qualifies for the Referral Bonus makes a $100 investment in Offering XYZ on Day 1, $5 will be funded by Climatize, and $100 will come from the investor’s Funding Account which is linked to their preferred payment method. In the event that the investor cancels their $100 investment, $100 will be refunded, the $5 funded by Climatize will not be paid to the investor. Upon the closing of Offering XYZ, the “Transaction Completed” email will include the Referral Credits plus the Investor’s principal. 

Referral Credits may accrue if an investor invites more than one Qualifying Referral. 

For example, if an investor refers 2 Qualified Referrals then they will have $10 of credits towards their next investment. If they invest $10, $10 will be withdrawn from their funding account, and an additional $10 will be funded by Climatize for a total of $20. If they invest $100, then $10 will be funded from Climatize, and $100 will come from the investor’s funding account for a total of $110.

5. Privacy

Any information obtained in connection with the Referral Program will be collected, processed, and used in accordance with Climatize’s Privacy Policy.

6. Intellectual Property

Climatize is the owner of all intellectual property related to the Referral Code, including and without limitation the Services and related technology; Climatize Data; and copyrights, patents, trade secrets, trade or service marks, brands, logos, and other intellectual property incorporated into each of the foregoing (the “Climatize Property”). 

7. Additional Terms and Restrictions

The Referral Bonus may qualify as taxable income for you. You are responsible for any federal or state taxes resulting from your participation in the Referral Program. Climatize will not be obligated to report federal and state taxes to relevant authorities, but may report such income as required by law.

8. Reservation of Rights

Climatize reserves the right to withhold, deny or cancel any Referrals Bonus and/or terminate your Climatize Account if we, in our sole discretion, deem the award of any Referral Bonus as fraudulent, abusive, unethical, suspicious or otherwise inconsistent with these Referral Program Terms, the Platform Agreement or any other applicable laws or regulations.

9. Termination

Climatize reserves the right to suspend or terminate the Referral Program at any time or to change this Referral Program Agreement at any time and for any reason in our sole discretion upon Notice to you or by deactivation of the Referral Code. Your eligibility for the Referral Program and the eligibility of any referrals is determined in the sole discretion of Climatize.

10. Entire Agreement

This Referral Program Agreement constitutes the entire understanding between User and Climatize for the subject matter described and no other agreements, representations, or warranties other than those provided in this Referral Program Agreement will be binding unless in writing and signed by you and Climatize.   Additional Defined Terms

• Notice means any physical or electronic communication or legal notices related to this Referral Program Agreement that are provided to you through text or SMS, email, your Climatize Account, or by other means.

• Referral Bonus means any consideration provided under the Referral Program Agreement, including without limitation to prepaid visa card, currency, merchandise, or account credit. Whichever bonus method is indicated on the Climatize website at the time of eligible referral(s).