TERMS AND CONDITIONS (GTC) Novalure CLG 1. Company Information Novalure CLG A company limited by guarantee incorporated under the laws of Ireland Registered office: 20 Harcourt Street, Dublin 2, D02 H364, Ireland E-mail: hello@novalure.eu Novalure CLG (“Novalure”, “we”, “us”) operates as an independent international advisory and consulting firm specialising in real estate-related structuring, project advisory and investor sourcing services. 2. Scope of Application 2.1 These General Terms and Conditions (“GTC”) apply to all legal relationships, services, offers, mandates, contracts, advisory engagements and the use of the website between Novalure and its clients (“Client”). 2.2 These GTC apply to both: +business clients (B2B), and +consumers (B2C), subject to mandatory consumer protection laws. 2.3 Any deviating or conflicting terms of the Client shall apply only if expressly agreed in writing. 2.4 Individually executed written agreements shall prevail over these GTC. 3. Nature of Services & Regulatory Position 3.1 Novalure provides exclusively non-regulated advisory and consulting services, including in particular: a) strategic real estate advisory and project structuring; b) investor sourcing and capital advisory on a consulting basis; c) preparation of investment-related materials such as teasers, pitch decks and presentations; d) project-related advisory mandates with fixed remuneration, success-based remuneration or a combination thereof. 3.2 Novalure does not act as a regulated real estate broker, financial intermediary, investment firm, credit institution, payment service provider, trustee or escrow agent. 3.3 Unless expressly agreed in writing and legally permitted, Novalure does not provide legal, tax, investment or financial advice. 3.4 All services are rendered strictly on a best-efforts basis. 4. No Handling of Client or Investor Funds 4.1 Novalure never holds, receives, manages or administers client funds, investor funds or third-party assets. 4.2 Novalure does not operate escrow accounts, client money accounts, pooled accounts or fiduciary holding structures. 4.3 All payments between clients and third parties (including investors, sellers, developers or banks) are conducted directly between those parties. 5. No Guarantee of Success 5.1 Novalure makes no guarantees regarding: +transaction closings, +capital raising, +investment decisions, +financing approvals, or +commercial success. 5.2 Any projections, estimates, financial models or examples provided are illustrative only and non-binding. 6. Remuneration & Payment Terms 6.1 The remuneration model (fixed fees, hourly or daily rates, success fees or combinations thereof) shall be agreed exclusively by written contract. 6.2 Invoices are payable immediately upon issuance, unless otherwise agreed in writing. 6.3 Value Added Tax (VAT): Irish VAT shall apply where legally required; EU B2B transactions are subject to the reverse-charge mechanism. 6.4 External costs (including travel expenses, third-party services, marketing or professional fees) may be charged separately. 7. Success Fees 7.1 Where agreed, a success fee becomes due upon economic closing of the relevant transaction. 7.2 A success fee remains payable after termination of the contractual relationship if the transaction is causally linked to Novalure’s advisory services. 8. Client Obligations 8.1 The Client shall provide all information and documentation required for the performance of the services accurately, completely and in a timely manner. 8.2 The Client warrants that all information provided is lawful, correct and complete. 8.3 Novalure shall not be liable for consequences arising from incorrect or incomplete information provided by the Client. 9. Liability 9.1 Novalure shall be liable only in cases of intent or gross negligence. 9.2 Any liability for loss of profit, indirect damages, consequential damages or pure economic loss is excluded. 9.3 Novalure shall not be liable for acts or omissions of third parties, including investors, banks, lawyers, tax advisors, notaries or platforms. 9.4 For consumers, liability limitations apply only to the extent permitted by mandatory consumer protection laws. 10. Confidentiality & Compliance 10.1 All non-public information exchanged between the parties shall be treated as strictly confidential. 10.2 Novalure may disclose information where required to comply with statutory AML, KYC, tax or regulatory obligations. 11. Contract Duration & Termination 11.1 Contracts may be concluded on a project basis or for an indefinite period, as agreed individually. 11.2 Ordinary termination is possible with 30 days’ notice to the end of a calendar month. 11.3 The right to extraordinary termination for cause remains unaffected. 11.4 Termination does not affect accrued remuneration claims or agreed success fees. 12. Intellectual Property 12.1 All documents, concepts and materials created by Novalure remain its intellectual property unless otherwise agreed in writing. 12.2 The Client receives a non-exclusive, non-transferable right of use for contractual purposes only. 13. Data Protection 13.1 Data processing is carried out in accordance with the GDPR and applicable data protection laws. 13.2 Further details are governed by Novalure’s Privacy Policy. 14. Governing Law These GTC and all contractual relationships are governed by Irish law. Mandatory consumer protection provisions remain unaffected. 15. Jurisdiction 15.1 For B2B clients, the exclusive place of jurisdiction shall be Ireland. 15.2 For consumers, statutory jurisdiction rules apply. 16. Language 16.1 The English version of these GTC is legally binding. 16.2 Any translations are provided for convenience only and have no legal effect. 17. Severability & Amendments 17.1 If any provision of these GTC is or becomes invalid, the remaining provisions shall remain unaffected. 17.2 Novalure reserves the right to amend these GTC for future contracts. Last updated: December 2025 Novalure CLG 20 Harcourt Street, Dublin 2, D02 H364, Ireland hello@novalure.eu