This page tells you the terms on which you may use this website (www.growceanu.com) (the "Site"). By using this Site, you indicate that you accept these terms of use and that you agree to abide by them. If you do not agree to these terms of use, please refrain from using this Site.

About us

Growceanu Angel Investment S.R.L. ("Growceanu" or "We") is a crowdfunding service provider, authorised by the Financial Supervisory Authority (FSA) under Authorisation no. 69/25.03.2026, registered in the FSA Register under no. PJR28FSFPR/350006, and entered in the ESMA Register on 25.03.2026, in accordance with Regulation (EU) 2020/1503.

Growceanu operates an equity crowdfunding platform, which may be accessed from any device as an application at app3.growceanu.com, or via the website at http://www.growceanu.com, hereinafter referred to as the "Platform".

‍Through the Platform, Growceanu provides tools and processes through which investors may make investments in early-stage companies, as well as in companies at more advanced stages of development.

Information about Growceanu

Growceanu Angel Investment S.R.L. is a limited liability company registered in Romania, with Trade Register number J2018003430353 and tax identification number RO39963685.

Registered office address: Romania, Timiș County, Timișoara, spl. Peneș Curcanu no. 4-5

Contact Details +40 744 702 061 | support@growceanu.com

Introduction to Our Terms and Conditions‍

The purpose of these general terms and conditions is to define the terms and conditions for the provision and use of the Platform by investors and project developers.

By using the Platform, you acknowledge that you have read and accepted these terms. Please read these terms and conditions carefully before you start using the Platform.

Any new feature or option added to our Platform will also be subject to these terms and conditions. You may read the latest version of our terms and conditions on this page. We reserve the right to update, modify or replace any part or detail of our terms and conditions, and will inform you of any changes through the communication channels available on our online platform. It is your responsibility to check this page periodically for changes.

By selecting acceptance of or agreement to the Terms and Conditions, to the extent that this option is made available to you, you accept and agree to be bound by and comply with these Terms and Conditions, our Privacy Policy and our Cookie Policy, incorporated herein by reference.

If you do not wish to agree to these Terms and Conditions, our Privacy Policy or our Cookie Policy, you must not access or use the Platform.

General Provisions‍

By accepting the Terms and Conditions presented on this page, it is understood that you have reached the minimum legal age under Romanian law.

If you have any questions regarding the Platform or the Terms and Conditions, you may contact us by submitting a request here, or by email at support@growceanu.com.

The original language of these Terms and Conditions is Romanian. In the event that an English version is produced, the Romanian version shall prevail.

Key Terms

Platform – refers to the crowdfunding platform operated by Growceanu, which may be accessed from any device as an application at app3.growceanu.com, or via the website at https://www.growceanu.com. 

Investor – a natural or legal person who has invested in / is in the process of investing in one or more fundraising campaigns listed on the Platform.

Project Developer – the legal entity running a fundraising campaign on the Platform.

User – any person using the Platform.

Framework Agreement – the investment facilitation framework agreement concluded between Growceanu and an investor. The Framework Agreement sets out the rules applicable to the investment process, regulates matters relating to the subscription of shares/stock in project developers or zero-coupon bonds convertible into shares/stock, and the rights and obligations of the investor and Growceanu.

Link – a keyword or website outside app3.growceanu.com or www.growceanu.com that, once launched, will initiate a visit to a new web page.

Convertible Bond Agreement – the agreement on the subscription of zero-coupon bonds convertible into shares/stock, signed by the Agent and the Project Developer.

SSHA (Subscription and Shareholders' Agreement) – the shareholders' agreement and share/stock subscription agreement of the Project Developer, signed by the Agent, the Project Developer, and the existing shareholders/associates of the Project Developer.

SAFE (Simple Agreement for Future Equity) – an agreement whereby an investor pays now for shares that will be issued by the company at a later date, upon the occurrence of certain conditions (e.g., a future financing round or reaching a set deadline). Unlike a loan, it is not repayable and does not accrue interest.

ASA (Advance Subscription Agreement) – a simplified investment agreement whereby an investor provides financing now in exchange for the right to receive shares in the future, usually at a discount or based on a valuation cap. An ASA is not a loan and does not accrue interest.

Mandate Agreement (Undisclosed Agency Agreement) – an agreement governing the contractual relationship between the investor and the Agent. Through this agreement, the Investor entrusts the Agent with executing the investment in the Project Developer and representing the Investor's interests within the Project Developer.

Agent – a limited liability company incorporated under Romanian law, with no control or affiliation relationship with Growceanu, acting as undisclosed agent pursuant to Articles 2039–2041 of the Romanian Civil Code, signing investment documents in its own name but on behalf of and for the account of the investors. The Agent does not acquire any ownership rights over the investors' shares/stock/bonds.

Payment Service Provider – means ConnectPay UAB, an electronic money institution headquartered in Lithuania, entitled to provide payment services in Romania, or any other institution designated by Growceanu, whose identity will be communicated to investors through the Platform.

Transactional Account – the account opened by the Payment Service Provider for each fundraising campaign, in which investors' funds are temporarily deposited. The Project Developer does not have access to the funds in the Transactional Account until the completion of the campaign and the signing of the investment documents.

KIIS (Key Investment Information Sheet) – means the document provided by each Project Developer and made available on the Platform for investors, containing the key information regarding the crowdfunding offer, the associated risks, and the conditions of the investment, drawn up in accordance with Article 23 of Regulation (EU) 2020/1503. For the avoidance of doubt, the KIIS does not include the discussion forum, document sections or news feeds on the Platform.

Platform Documents – means these Terms and Conditions, the Personal Data Processing Notice, the Investment Facilitation Framework Agreement, the Mandate Agreement, as well as any other documents you will sign and the notifications provided to you in connection with the use of the Platform.

Costs – means the total direct and indirect costs and fees applicable to the Investor and the Project Developer in connection with the use of the Platform and participation in Fundraisings, including primarily: for Investors: (i) the Investment Fee; (ii) the Performance Fee; (iii) the Wallet Top-Up Fees; (iv) the Annual Account Fee, applicable exclusively to legal entity investors (Annual Account Fee); for the Project Developer: Success Fee and Annual Ongoing Fee — as described in the Fee Schedule/Pricing list permanently available on the Platform and in each individual Annex relating to fundraising campaigns. 

Our Role

The role of Growceanu is to connect investors seeking to provide financing to Project Developers through the use of the Platform.

In this regard, Growceanu's role consists of facilitating the investment process for Investors through the crowdfunding services available through the Platform, and arranging the subscription of shares/stock in Project Developers, the granting of convertible bonds, the signing of SSHAs and convertible bond subscription agreements by the Agent in its own name but on behalf of and for the account of the investors, as well as the conclusion of SAFE (Simple Agreement for Future Equity) or ASA (Advance Subscription Agreement) arrangements.

The Platform is available to the public through the mobile application that can be downloaded at app3.growceanu.com or through the website www.growceanu.com.

Growceanu presents fundraising campaigns on the Platform, and each Investor wishing to invest will need to create a user account, will electronically sign the Framework Agreement within the Platform, and will make the investment using the services of the Payment Service Provider. The invested amount will be deposited into the Transactional Account associated with the campaign and released to the Project Developer only after the successful completion of the Fundraising.

Creating a User Account

To become a user of the Platform and to make investments as an Investor, you must complete the required information in the registration section. You must provide your name, a valid email address, a telephone number, and you will provide the Payment Service Provider or third-party providers designated by it with all information required for the know-your-customer and anti-money laundering verification process ("KYC/AML Process"). You will also provide the Payment Service Provider with the information necessary to open a wallet which you will fund with the funds you wish to invest.

You, as a representative of a Project Developer, must complete the following steps to become a user of the Platform and to be able to submit your application in the selection procedure for Project Developers whose campaigns will be listed on the Platform, if selected by Growceanu:

a) You will create a user account on the Platform — you must complete the required information in the registration section, including providing a valid email address and a telephone number; b) You will complete all required information; c) You will upload the required documents to the Platform.

You agree that all information you provide on the Platform is governed by Growceanu's Privacy Policy, and you agree to the manner and purpose for which Growceanu processes your personal data, as declared in the Privacy Policy.

If, for any reason, you wish to deactivate your account, you may contact us at support@growceanu.com. PLEASE NOTE: Deactivating your account on the Platform does not constitute a revocation of the mandate granted to the Agent. Investments made and mandates signed remain in force. In the event of account deactivation, the Investor is obliged to provide, within 30 days, an alternative account for communications and distribution of income. In the absence of any instructions from the Investor for a period of 24 months, the Agent may list the Investor's interest on the Platform's secondary market facility, if available.

It is your responsibility not to disclose your login credentials. Accordingly, you are fully responsible for all activities that occur on your account. You agree not to disclose your personal information, and if you suspect any malicious activity on your account, please contact us at dpo@growceanu.com.

You acknowledge and agree that the information you provide in your profile will be used to identify you for the purpose of communicating with you, to fulfil any reporting obligations we may have towards regulatory or governmental authorities, and to carry out any verification of reports received from the external KYC/AML service provider designated by the Payment Service Provider, or any other verification carried out by Us or a third party about you.

You also hereby acknowledge and agree that Growceanu or any third party mentioned above may need to carry out certain KYC activities and/or AML checks, including collecting certain personal data from you, which will be carried out, inter alia, upon user account registration and before any investment can be made. At Growceanu's request, you will provide Us with all information and documents which We or the third party mentioned above, at our/their discretion, consider necessary or appropriate to carry out the KYC/AML checks.

You acknowledge and agree that all activities carried out by Us in relation to you take place in Romania, regardless of where you are physically located at the time you use the Platform or otherwise contract with Us. In this respect, you agree that Our activities are subject to Romanian law and, therefore, that any claim you may assert against Us must be brought in accordance with Romanian law, and that exclusive jurisdiction lies with the courts at Growceanu's registered address.

Access to the Platform is made using authentication credentials. You acknowledge and agree that, when the correct authentication credentials are used, We will assume that you are the person conducting activities on the Platform and not any other person.

We inform you that, in addition, we will require additional authentication elements from you, through the use of two-factor authentication — 2FA.

It is important that you do not allow any other person or device to have access to your authentication credentials, including but not limited to accidental or intentional sharing or disclosure. Your credentials, including the additional elements used for 2FA, are the means by which We identify you and must therefore be kept secure at all times.

Use of the Platform

8.1. Use of the Platform by Investors

‍In their user account on the Platform, the user wishing to become an Investor will read all information relating to the fundraising campaign in which they wish to invest, the draft SSHA/ASA/SAFE/Convertible Bond Agreement, the draft Framework Agreement, the draft Undisclosed Agency Agreement, will click the "Invest" button and select the amount they wish to invest, being redirected to the ConnectPay payment service provider's platform, which will carry out the KYC/AML Process (which takes a few minutes); a wallet will be opened for them with ConnectPay, and thereafter the Framework Agreement and the relevant annex will be displayed to them.

The Investor will use the ConnectPay payment service provider's services to transfer the invested amount to the Project Developer.

A wallet will be opened for the Investor by the Payment Service Provider (after successfully completing the KYC/AML Process), which the Investor will fund. Upon investment, the funds are transferred from the Investor's wallet to the Transactional Account associated with the campaign. The Project Developer does not have access to these funds for the duration of the campaign. After the successful completion of the Fundraising, the funds are released to the Project Developer's electronic wallet.

We note that neither Growceanu nor the Agent takes possession of the funds.

Each investor wishing to invest will electronically sign, within the Platform, an Investment Facilitation Framework Agreement (as defined above), the parties to this Framework Agreement being the investor and Growceanu.

The Framework Agreement sets out the rules applicable to the investment process, regulates matters relating to the subscription of zero-coupon bonds convertible into shares/stock, the subscription of shares/stock in project developers, and the rights and obligations of the investor and Growceanu.

In addition, the investor signs, together with the Agent, an agreement called the "Undisclosed Agency Agreement" which governs the contractual relationship between the investor and the Agent.

For each fundraising campaign in which the Investor participates, a separate annex to the Framework Agreement will be generated and electronically signed each time the Investor clicks the "Invest" button on the Platform, containing information on the amount invested, the name of the respective fundraising campaign, the method by which the investment is made (through the granting of zero-coupon bonds convertible into shares/stock or through the subscription of shares/stock in project developers), as well as the applicable fees. Investment methods include: subscription of shares/stock, subscription of zero-coupon convertible bonds, or the conclusion of SAFE/ASA agreements, as applicable.

The annexes relating to the fundraising campaigns in which the Investor participates will form an integral part of the Framework Agreement and will be added to the Framework Agreement over time, on a subsequent basis, as the Investor invests in the respective campaigns.

We note that the use of the Framework Agreement and subsequent annexes represents merely a method of drafting contractual documentation; Growceanu does not provide portfolio management services and has no control over the investment decision.

Investor Ownership and the Role of the Agent

The ownership right over shares, stock, or convertible bonds acquired through the Platform is created directly in the patrimony of the Investor, in accordance with Articles 2040 and 2041 of the Romanian Civil Code. The Agent does not acquire any ownership rights and acts exclusively as undisclosed agent, signing investment documents in its own name but on behalf of and in the interest of the Investor.

In the Trade Register and in the corporate structure (Cap Table) of the Project Developers, the Agent will be registered as an associate/shareholder, with the express note that it acts as undisclosed agent on behalf of the investors. Investors will be mentioned in an annex to the corporate documents and registered as beneficial owners in the records of the share registry designated by Growceanu.

No annex relating to any fundraising campaign can be generated unless the investor decides to invest and personally clicks the "Invest" button, each annex being electronically signed by the respective investor at the time the Investor decides to invest in a particular fundraising campaign.

Please note that you — as an Investor — have a four (4) calendar day reflection period from the moment of placing the investment order, during which you have the right to revoke your expression of interest in participating in the fundraising campaign without any penalty and without any obligation to provide justification. The revocation request is made by clicking the dedicated button on the Platform, in accordance with the Framework Agreement. The request will be automatically sent to support@growceanu.com.

In the event that the fundraising campaign does not reach the target amount by the end of the campaign (for any reason), the amount transferred by the Investor will be returned to the investor. We have no control over the achievement of the set target and assume no liability for failure to reach the set target.

The fact that a fundraising campaign is published on the Platform does not mean that We recommend that you make any investment in the project associated with the fundraising campaign, that We believe such a project has a chance of success, or that We assume any responsibility or that We will be liable to you in any way if such a project does not succeed.

The investment decision regarding any investment through the Platform is yours alone, and you assume all associated risks.

The presentation of fundraising campaigns on the Platform is made solely to give you access to information and, thereafter, to allow you to make your investment decisions, and for no other purpose.

Please note that you are not permitted to use the information on the Platform in any way to compete with the respective project or to otherwise impede its success.

Once an annex to the Framework Agreement is signed and the invested amount is transferred, the investment will be listed in your user account on the Platform.

If the respective fundraising campaign is successfully completed, it will be listed in your account, and you will be able to access subsequent information and exercise certain other rights, all of which are stipulated in the relevant annex.

We inform you that your investments may be subject to taxation. Please note that tax treatment depends on individual circumstances and may change in the future. For example, you may be required to pay taxes on any gains you obtain from your investments. The payment of taxes is entirely your responsibility, and, unless required by Romanian law, please note that We will not deduct or withhold any tax on your behalf. If you have any questions regarding tax matters, you should consult a tax adviser.

8.2. Use of the Platform by Project Developers

Before a Project Developer is accepted by Growceanu onto the Platform and its fundraising campaign is published on the Platform, Growceanu will conduct a preliminary selection process, as well as a due diligence (DD) process targeting the project developers selected in the preliminary selection process. The preliminary selection of project developers will be carried out on the basis of the same criteria applied to all project developers. Growceanu will indicate the project developer selection criteria on the Platform.

The stages of the preliminary selection process may include:

(i) Initial Pitch Evaluation — Each project proposal is assessed from the perspective of the Pitch submitted by the Project Developer, using the selection criteria.

(ii) Collection of Additional Information — To ensure a detailed analysis, Growceanu requests from the project developer detailed documents such as the extended presentation deck and the updated capitalisation table (Cap Table).

(iii) Organisation of clarification calls and/or video calls — Growceanu may organise telephone or video meetings to clarify technical, financial and strategic aspects of the project presented by the project developer.

(iv) Preparation of an Investment Memorandum — Based on the information collected and discussions held, Growceanu requests the Project Developer to draft a detailed memorandum (Investment Memo) summarising all relevant aspects of the Project Developer's project and activities.

Projects meeting the selection criteria will be selected to prepare the Key Investment Information Sheet (hereinafter "KIIS") and to enter the due diligence procedure.

Growceanu will send them the standardised KIIS form, in which project developers will enter the information relating to the projects for which they seek financing from investors.

Growceanu will also send project developers a list containing questions and document requests (hereinafter "Due Diligence List"). Project developers will respond to the questions on the Due Diligence List and provide Growceanu with the requested documents and information.

Only after completion of the due diligence procedure will the Project Developer undergo the KYC/AML Process, and after the successful completion of the KYC/AML process, the opening of the wallet with the payment service provider (ConnectPay) and of the Transactional Account associated with the campaign, the Project Developer will sign the service agreement with Growceanu, and the campaign and the KIIS relating to its project will be published on the Platform.

As a Project Developer conducting a Fundraising campaign, you will be the main point of contact for that campaign. You will be the signatory to the service agreement and will be required to disclose certain information about yourself and your business/project as part of the campaign.

The service agreement governs the obligations of the Project Developer in connection with the respective fundraising campaign, including in respect of the KIIS. Your rights and obligations regarding the organisation and conduct of the fundraising campaign will be set out in this agreement.

All marketing communications from project developers relating to fundraising campaigns listed on the Platform require prior approval from Growceanu and must include the risk warnings prescribed by Article 27 of Regulation (EU) 2020/1503. Marketing communications must be clear, accurate and not misleading, and the information presented must be consistent with that in the KIIS.

Once the fundraising campaign has been launched on the Platform, investors will have access to the relevant information, including the KIIS, in order to make investments. The fundraising campaign will remain active for a period of time specified in the service agreement.

We charge fees from Project Developers seeking to raise financing from investors through the Platform. These fees are detailed in the service agreement.

We inform you that the terms and conditions of ConnectPay, the KYC/AML and payment service provider, apply to you, available at https://connectpay.com/terms-and-conditions/.

ConnectPay, as a licensed electronic money institution, issues electronic money and provides payment services in connection with investments made through the Platform. Growceanu acts as a distributor/agent of ConnectPay. ConnectPay's terms and conditions applicable to Platform users are available on the Platform and must be separately accepted by each user.

Information on consumer rights in the European Union is available on the Platform, in accordance with applicable consumer protection legislation.

Prohibited Use

You are not permitted to:

• Use the Platform for any illegal purpose or to engage in unlawful activities.

• Violate international, federal, local rules, general laws or other local legislation.

• Deceive or engage in virtual criminal acts using various internationally prohibited methods.

• Attack the security systems of Growceanu or its partner websites.

• Solicit others to commit or participate in illegal acts.

• Use Growceanu in any manner other than as intended.

• Falsify information shared on the Platform.

‍

You may not use any automated programme, process or tool (bots, robots, web crawlers, automated scripts, etc.) to extract, harvest, collect or gather content or information from the Growceanu application or website, or to access the Platform or any network, server or system associated with Growceanu.

You may not use the Platform in any manner that violates any applicable law or these Terms and Conditions.

You acknowledge and agree that, by violating any of our policies, your account will be closed and your rights to use the Platform will be revoked.

Any attempt to gain unauthorised access to the Platform and any attempt at fraud will be reported to the competent authorities.

You may report any abuse or illegal use on Growceanu by contacting us at support@growceanu.com, describing the abuse or complaint.

Risk Warnings

The Investor acknowledges that they fully understand and accept the risks associated with investing in crowdfunding projects, some of which are summarised below in a non-exhaustive manner.

Investments in crowdfunding projects carry risks, including the risk of partial or total loss of the invested funds.

The Investor's investment is not covered by investor compensation schemes established in accordance with Directive 97/9/EC of the European Parliament and of the Council on investor compensation schemes, or by the related provisions of Romanian law.

The Investor's investment is not covered by the deposit guarantee established in accordance with Directive 2014/49/EU of the European Parliament and of the Council on deposit guarantee schemes, or by the related provisions of Romanian law.

An investment in a crowdfunding project includes the risk of losing all invested funds.

Participation in a Fundraising is not a savings product, and Growceanu recommends that the Investor not invest more than 10% of their net capital in crowdfunding projects.

The Investor may not be able to assign their receivable right arising from the share/stock/bond subscription agreement when they wish to do so, or at all. Even if the Investor is able to assign/transfer, the Investor may still be subject to losses.

You may not be able to sell/transfer the investment instruments (shares/stock) when you wish to. And even if you are able to sell them, you may still be subject to losses.

The Investor may receive information about the Project Developer as and when needed (this information may include financial statements, the most important actions taken), but we cannot guarantee receipt of such information from the Project Developer in a timely manner.

If you expect or require liquidity in investments, you should not participate in Fundraisings. Your ability to transfer the shares/stock held is also subject to legal and regulatory restrictions and procedures. You should consult your lawyers or legal advisers. You may not be able to transfer the shares/stock held by you at that time or at the price at which you wish to carry out the transfer.

There may be limited information — financial, operational or otherwise — concerning the Project Developer. There is a risk that: (i) there may be facts or circumstances relating to the Project Developer of which the Investor is unaware; and (ii) the publicly available information and information on the Platform concerning the Project Developer may prove to be inaccurate, as a result of which the Investor may suffer a total or partial loss of their investment.

Growceanu shall not be liable in respect of the past, present or future activities or performance of the Project Developer.

The Investor should consult their own legal, tax, investment and financial advisers as to the suitability, appropriateness and advisability of participating in the Fundraising. Growceanu does not advise the Investor on the value of their investment and does not provide any other advisory services to the Investor.

The Fundraising, the information in the KIIS or any other documents related to the Investor's participation in the Fundraising have not yet been verified or approved by Romanian or European authorities.

The Investor's education and knowledge has not necessarily been fully assessed before the Investor was granted access to the Fundraising. By making this investment, regardless of any knowledge tests or loss-bearing capacity simulation tests that may be available on the Platform, the Investor assumes a high risk of making this investment, including the risk of partial or total loss of the invested funds.

Knowledge Assessment and Investment Limits

Before making their first investment through the Platform, each non-sophisticated investor will undergo a knowledge test (pursuant to Article 21(1) of Regulation (EU) 2020/1503) and a loss-bearing capacity simulation (pursuant to Article 21(5) of Regulation (EU) 2020/1503). If the test results indicate that the investor does not possess the necessary knowledge or that the proposed investment exceeds their loss-bearing capacity, Growceanu will issue a clear warning. The investor may decide to proceed with the investment only after expressly confirming their understanding of the risks.

Non-sophisticated investors are subject to investment limits in accordance with Article 21(7) of Regulation (EU) 2020/1503. A non-sophisticated investor may not invest more than €1,000 or 5% of their net wealth in a single crowdfunding offer, whichever is the greater.

Sophisticated / Non-sophisticated investor distinction. In accordance with Article 2(1)(j)-(k) and Annex II of Regulation (EU) 2020/1503, investors are classified as sophisticated and non-sophisticated investors. Sophisticated investors may request this status by completing a self-declaration form available on the Platform, provided the criteria set out in the Regulation are met. Sophisticated investors are not subject to investment limits or the requirement to undergo the knowledge test, but benefit from the same information rights.

Requests and Complaints

You may contact us:

a) if you have additional requests you wish to submit to us;

b) if you are dissatisfied with our services and wish to make a complaint, so that We may examine the situation and offer a solution to the problem raised by any user of the Platform; or

c) in the event that you consider that your rights or legitimate interests have been violated.

Any complaint may be submitted within a maximum of 3 (three) months from the date on which you discovered/identified a potential violation of your rights or legitimate interests.

You may submit a complaint by: — Email: support@growceanu.com; or — Registered letter with acknowledgement of receipt sent to the address indicated.

You will need to send the complaint using the form on the Platform or directly by email. A standard complaint form is available on the Platform.

If the complaint is submitted by the legal representative of a legal entity, it must be accompanied by a document confirming the power of representation.

The complaint will be investigated by Growceanu, and a response will be sent within 15 business days of receipt of the complaint. If We are unable to provide a response within the above-mentioned timeframe, We will send the respective user an interim response, and the final response will be sent within a maximum of 35 business days from the date of receipt of the complaint.

If a person is dissatisfied with the response received to their complaint or has not received any response from Us whatsoever, that person may refer the matter to the Financial Supervisory Authority (FSA) or to the competent courts at our registered address.

If the investor considers that another party to the fundraising campaign (for example, the project developer) has violated their rights or legitimate interests, they must first contact us with a complaint regarding such a violation.

You may submit a complaint regarding disputes between parties to a fundraising campaign to the extent that they are directly connected to Growceanu's activities and services provided to the parties to the fundraising campaign. This procedure does not apply to other complaints, actions, requests for the enforcement of contractual obligations or clarifications, etc. sent by the parties to the fundraising campaign to each other.

A complaint against another party to the fundraising campaign may be submitted within 1 (one) month from the date on which the complainant discovered a potential violation of their rights or legitimate interests.

Users of the Platform may submit a complaint by: — Email: support@growceanu.com; or — Registered letter with acknowledgement of receipt sent to the address: Timișoara, spl. Peneș Curcanu no. 4-5, Timiș County, Romania.

The complaint submitted will be processed by Us within 40 calendar days of the date of submission. If We are unable to provide a response within the above-mentioned timeframe, We will provide an interim response, and the final response will be sent within a maximum of 60 days from the date of the complaint.

Secondary Market

Growceanu may make available to investors a bulletin board facility to facilitate transactions in financial instruments acquired through the Platform, in accordance with Article 20 of Regulation (EU) 2020/1503. This facility does not constitute a multilateral trading system and does not guarantee the execution of transactions. Details regarding the operation of the bulletin board will be communicated to investors at the time this functionality is activated.

Ownership Restrictions

The Platform, including but not limited to the overall appearance, design, content, features, functionality, all information, software, displays, images, design, selection, arrangement, text, is the exclusive property of Growceanu and is protected by patents, intellectual property rights, property rights laws, trademarks, international copyright, trade secrets and may not be used or duplicated outside the Platform. Users have no rights and specifically agree not to do any of the following with respect to the Platform or any part, component or extension of the Platform: • copying, transferring, adapting, modifying, distributing or reproducing it, in any manner; • reverse assembling, decompiling, reverse engineering or any other attempt to obtain its source code, underlying ideas, algorithms, structure or organisation; • modifying or creating derivative works; • removing any copyright notice, identification or other proprietary notices; • using the Platform in any manner that could damage, disable, overload or impair the Platform or interfere with the use of the Platform by other users/members; • permitting or authorising anyone else to carry out any of the actions mentioned above.

Feedback Rights

To the extent that you provide Growceanu with any comments, suggestions or other feedback regarding the Platform as a whole, as well as regarding other Growceanu products or services (collectively, "Feedback"), you shall be deemed to have granted Growceanu an exclusive, royalty-free, fully paid, perpetual, irrevocable, worldwide ownership right over the Feedback. Growceanu has no obligation to implement any Feedback it may receive from users/members.

Modifications to the Terms and Conditions

Growceanu may make changes to its Terms and Conditions from time to time. When such changes are made, Growceanu will make a new copy of the Terms and Conditions available on this page. You understand and agree that, if you use Growceanu after the date on which the Terms and Conditions have been modified, Growceanu will consider your use as acceptance of the updated Terms and Conditions.

Information and Other Communications

Any notice from you to Growceanu regarding these Terms, your status as a user or your activities on the Platform shall be sent by email to support@growceanu.com, unless these Terms or another Platform Document you execute specifies alternative means by which you must send the notice to us.

We may provide notifications to users by email, by post/courier or by postings on the Platform.

In addition to the information presented in each fundraising campaign, the Platform may contain information about investments in or the operation of businesses or other matters which We consider relevant or of interest to you. We refer to these as "additional information".

We cannot ensure and assume no responsibility that any additional information is complete, accurate, up-to-date or free from errors, and We will not be liable to you for any loss, damage or cost in the event that it is not. To the extent that any additional information consists of links to other websites or contact details of third parties, We assume no responsibility for the availability or accuracy of such websites or contact details, or for the actions of such third parties.

Please note that none of the additional information, including information about historical returns, may be considered as a guarantee or indication of any particular outcome, and the additional information does not constitute any form of advice, recommendation or endorsement from Us.

We may send you emails with information about activity on the Platform, including new fundraising campaigns and the progress of existing ones. Any emails We send you about activity on the Platform do not constitute advice or a recommendation to invest. We may also send you emails regarding your status as a user, fundraising campaigns or investments, our activities, these Terms or other matters We reasonably consider relevant to you.

Disclaimer of Warranties

Your use of the Platform and any services or items obtained through the Platform is at your own risk. The Platform, its content, and any services or items obtained through the Platform are provided "as is" and "as available", without warranties of any kind, express or implied. Neither Growceanu nor any person associated with Growceanu makes any warranty or representation regarding the completeness, security, reliability, quality, accuracy or availability of the Platform.

The above does not affect any warranty that cannot be excluded or limited under applicable law.

The content and materials available on the Platform do not constitute any form of investment advice or recommendation from Us, and must not be considered as an offer, solicitation, invitation or recommendation to invest or to sell from the interests held or any other financial or investment services, and are not intended to be taken into account by you in making specific investment or other decisions.

The content and materials available on the Platform and through communications are for informational purposes only and are not intended to address your particular requirements.

Limitation of Liability

You will be liable to Us for any loss or damage suffered by Us as a result of your breach of these Terms or any other agreement/contract concluded between you and Us, or any fraudulent or intentional use of the Platform.

Subject to additional limitations and exclusions set out in other Platform Documents, Growceanu will indemnify you for any losses proven solely by a final court judgment, caused by any exclusive and intentional breach by Us of these Terms.

Growceanu shall not be liable for any loss suffered by you in the event that Growceanu has fulfilled its tasks and functions as set out in these Terms and in the Platform Documents.

We will not be liable in connection with any error or inaccuracy in data entered by you or any other user of the Platform, or any false statement or intentional conduct or any other act of another user of the Platform.

We will not be liable to you for any indirect, consequential loss, damage, cost or expense (including legal costs), unforeseeable losses or damages, loss of profit, loss of business, lost or wasted management time or time of other employees, loss of reputation, loss/impairment of goodwill or loss, impairment or corruption of data.

In the event that one or all of the Platform Documents are terminated, regardless of the reason for such termination, all rights, obligations and responsibilities that have accrued while the Platform Documents were in force, or which are expressed to be unlimited in duration, will not be affected by such termination, unless otherwise provided in the Platform Documents.

In no event shall Growceanu, its affiliates or their licensors, service providers, employees, agents, officers or directors be liable for any damages or losses of any kind, under any legal theory, arising out of or in connection with your use of, or inability to use, the Platform, any platforms/websites linked to ours, any content on our Platform or on other platforms/websites, or any services or items obtained through our Platform/website or other platforms, including but not limited to any loss of revenue, loss of profit, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.

The above does not affect any liability that cannot be excluded or limited under applicable law.

The investment decision regarding any investment through the Platform is yours alone, and you assume all associated risks.

When using the Platform and creating an account, you agree to release from liability and indemnify the entire Growceanu group, its agents, representatives, successors and assigns against and from all and any claims, causes of action, lawsuits, demands, judgments, actions, proceedings, damages, losses, liabilities, costs and expenses without limitation, including attorneys' fees and legal costs, which may arise from the following: • The manner in which you use the Platform, the features and services it offers; • Interactions between you and any other user on the Platform; • All information shared, created or published on the Platform; • Breach of the terms and conditions or any applicable law.

Waiver and Severability

No waiver of a term or condition set out in these terms and conditions shall be deemed a further or continuing waiver of such term or condition, or a waiver of any other term or condition, and any failure to assert a right or provision under these terms and conditions shall not constitute a waiver of such right or provision.

If any court of competent jurisdiction or other tribunal finds that any provision of these terms and conditions is invalid, illegal or unenforceable for any reason, that provision shall be removed or limited to a minimum extent, so that the remaining provisions of the terms and conditions remain in force and in full effect.

Errors, Inaccuracies and Other Omissions

Occasionally, information on the Platform may contain typographical errors, inaccuracies or omissions that may be associated with descriptions of services, prices, promotions, special offers, costs, etc. We reserve the right to correct such errors, inaccuracies and omissions, as well as to modify or update the information.

‍Links To and From Other Websites

Although the Platform may have links to other websites, We do not imply, directly or indirectly, any approval, association, sponsorship, endorsement or affiliation with any linked website, unless explicitly stated therein. We are not responsible for examining or evaluating, and We do not warrant, the offerings of any business or individual or the content of their websites. We assume no responsibility or liability for the actions, products, services and content of other third parties.

Unless We expressly state otherwise, you should assume that these other websites are not under Our control or that of Our affiliates. Such hyperlinks or references are provided for your information and convenience only. We exercise no control over third-party websites and have no legal responsibility for any content, material or information contained therein.

Furthermore, even if We include a link to another website on the Platform, except in respect of the KYC/AML and payment service provider mentioned above, this does not mean that We endorse that other website, its products or services, or that We recommend its use in any way. Your use of a third-party website may be governed by the terms and conditions of that third-party website.

You should carefully review the legal notices and other conditions of use of any website you access through a link on this Platform. Accessing a link to any other websites outside our website is done at your own risk.

Business Continuity

Growceanu has a business continuity plan, in accordance with Article 9 of Regulation (EU) 2020/1503. In the event that Growceanu ceases its activities or the ECSP authorisation is withdrawn, existing investments will be managed in accordance with the continuity plan, which provides for measures to protect the interests of investors, including transfer of the portfolio to another authorised crowdfunding service provider or management of investments until maturity. Details are available on the Growceanu website.

Force Majeure

We are not liable or responsible in any way in cases of force majeure, meaning any event outside our control or that of our commercial partners, which prevents us from fulfilling our obligations under these Terms and Conditions, including but not limited to denial-of-service attacks, failure of a third-party hosting provider or utility, unforeseen technical problems, strikes, riots, fires and any other natural events, war, hostilities (whether or not war is declared), invasion, act of foreign enemies, mobilisation, requisition or embargo, failure of any system, electricity supply interruptions, labour disputes of any kind or any other reason (whether or not similar to any of the foregoing) which is not under Growceanu's control.

Dispute Resolution

You and Growceanu agree that these Terms and Conditions shall be governed by and construed in accordance with the laws of Romania (without regard to conflict of laws provisions) and that any dispute between you and Growceanu relating to the Platform or arising out of or in connection with these Terms and Conditions shall be resolved exclusively in the courts of Romania.

Confidentiality

Information relating to the Investor's investments, their identity and any other information communicated in the course of using the Platform is considered confidential. Growceanu and the Agent undertake not to disclose such information to any third party, except as required by law, at the request of competent authorities, or as necessary for the execution of the investment.

Last updated: 16.06.2026

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