Terms of Service

Introduction

These Terms of Service ("Terms") govern your access to and use of the Carbon Advisors website and any related content or services made available through it (the "Site"). The Site is operated by Carbon Advisors ("Carbon," "we," "us," or "our"). By accessing or using the Site, you agree to be bound by these Terms. If you do not agree, do not use the Site.

The Site and What It Is

The Site provides information about Carbon and its services, including advisory, consulting, advisor placement, M&A advisory, and market access for the energized-infrastructure sector. The Site also allows qualified parties to request access to Carbon's platform.

The Site and its content are provided for general informational purposes only. Nothing on the Site constitutes a binding offer, a commitment to provide services, or the formation of any advisory, agency, or fiduciary relationship. Any engagement between you and Carbon is governed exclusively by a separate written agreement, not by these Terms or by your use of the Site.

Not Investment, Legal, Tax, or Financial Advice

Information on the Site is not, and should not be relied on as, investment advice, legal advice, tax advice, accounting advice, or a recommendation regarding any security, transaction, or course of action. The Site does not constitute an offer to sell, or a solicitation of an offer to buy, any security or interest, and nothing on the Site should be construed as such. Carbon does not provide brokerage services or effect securities transactions through the Site. You should obtain your own professional advice before acting on any information you find here.

Eligibility

The Site is intended for businesses and the professionals who represent them. By using the Site, you represent that you are at least 18 years old and that you are accessing the Site for legitimate business purposes. Access to certain parts of Carbon's platform is by invitation and qualification only, and Carbon may grant, decline, condition, or revoke access at its sole discretion.

Requesting Access and Account Information

When you submit a request for access or otherwise provide information through the Site, you agree to provide accurate, current, and complete information and to keep it updated. You are responsible for maintaining the confidentiality of any credentials you may be issued and for all activity that occurs under your access. Notify us promptly of any unauthorized use. Carbon is not liable for losses arising from your failure to protect your access.

Acceptable Use

You agree not to:

• Use the Site for any unlawful purpose or in violation of these Terms
• Access or attempt to access areas of the Site or platform you are not authorized to use
• Copy, reproduce, distribute, or republish Site content except as expressly permitted
• Use any automated means, including scrapers, bots, or crawlers, to access or collect data from the Site without our written permission
• Interfere with or disrupt the Site, its security, or its underlying infrastructure
• Misrepresent your identity or affiliation, or use the Site to transmit harmful or deceptive material
• Use information obtained through the Site to compete with Carbon or to circumvent Carbon in a transaction or relationship that Carbon originated or facilitated

Confidentiality of Platform Information

Any non-public information made available to you through Carbon's platform, including mandate details, marketplace listings, counterparty information, deal terms, and the identity of participants, is confidential. You agree not to disclose, copy, or use such information except for the specific purpose for which it was provided to you, and you agree that any separate confidentiality or engagement agreement you enter with Carbon controls in the event of a conflict.

Intellectual Property

The Site and its content, including text, graphics, logos, design, and the Carbon name and marks, are owned by Carbon or its licensors and are protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable right to view and use the Site for its intended purpose. No other rights are granted. You may not use the Carbon name or marks without our prior written consent.

Third-Party Links and Content

The Site may contain links to third-party websites or resources. We provide these for convenience only and do not endorse or assume responsibility for them. Your use of any third-party site is at your own risk and subject to that site's terms.

Disclaimer of Warranties

The Site and all content are provided on an "as is" and "as available" basis, without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. Carbon does not warrant that the Site will be uninterrupted, secure, or error-free, or that any information on the Site is complete or current. Any reliance you place on Site content is at your own risk.

Limitation of Liability

To the fullest extent permitted by law, Carbon and its affiliates, partners, and personnel will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or business, arising out of or related to your use of the Site, whether based in contract, tort, or any other theory, even if advised of the possibility of such damages. Carbon's total liability for any claim relating to the Site will not exceed one hundred US dollars ($100). Some jurisdictions do not allow certain limitations, so some of these may not apply to you.

Indemnification

You agree to indemnify and hold harmless Carbon and its affiliates, partners, and personnel from any claims, losses, liabilities, and expenses, including reasonable legal fees, arising out of your use of the Site, your violation of these Terms, or your violation of any law or the rights of a third party.

Changes to the Site and to These Terms

We may modify, suspend, or discontinue any part of the Site at any time without notice. We may also update these Terms from time to time. When we do, we will revise the "Last updated" date above. Your continued use of the Site after changes are posted constitutes acceptance of the revised Terms.

Governing Law

These Terms are governed by the laws of the State of [State], without regard to its conflict-of-laws principles. You agree that any dispute arising out of or relating to these Terms or the Site will be resolved exclusively in the courts located in [County/State], and you consent to the jurisdiction of those courts.

Severability and Entire Agreement

If any provision of these Terms is found unenforceable, the remaining provisions will remain in full effect. These Terms, together with any separate written agreement you have with Carbon, constitute the entire agreement between you and Carbon regarding the Site.

Contact Us

Questions about these Terms can be directed to: