Terms and conditions

Green Dealflow © Version December 2021

1. Green Dealflow's Service

1.1. Green Dealflow ApS (hereinafter referred to as “Green Dealflow©”) offers an exclusive matchmaking service between developers and investors of renewable energy projects (primarily solar and wind projects but can also include battery storage, biogas, hydro etc. The aim of the services of Green Dealflow© is to facilitate easy, direct contact between the developers and investor of renewable energy projects and hence provide transparency in the renewable energy market, easy access to other stakeholders and ultimately increase the overall deal flow in the renewable energy market and increase the renewable energy market liquidity to facilitate the green energy transition.

1.2. The developer of the project must go through a project screening process and must enter into a success fee agreement in order for Green Dealflow© to provide its services. Likewise, the investors must establish themselves as a genuine investor and must be able to present the track record in relevant investments on the demand of Green Dealflow© (both potential developer and potential investors, are hereinafter referred to as “Registered Users”).

1.3. The services of Green Dealflow© are for non-consumers only and any Registered User will by its registration to the app.greendealflow.com declare that its registration has been requested and obtained in its capacity as non-consumer and that its use of the registration and any information obtained from Green Dealflow© is for non-consumer purposes only.

1.4. Green Dealflow© provides for initial contact between the Registered User upon signing the developer fee agreement or investor fee agreement with Green Dealflow©. Green Dealflow© reserves the right to participate in meetings and correspondence between Registered Users, including negotiations, conclusions of agreements etc. The role of Green Dealflow© will be to facilitate the meetings and communication between the Registered Users. However, Green Dealflow© will not advise the Registered Users during the process. Green Dealflow© will have no liability in relation to information exchanged, decisions made, agreements made, etc. between the Registered Users.

2. Scope

2.1. These general terms and conditions (hereinafter referred to as the “Terms”) apply to and govern the registration on app.greendealflow.com, the use thereof and any and all activities of Registered Users in relation to the latter vis-à-vis other Registered Users and Green Dealflow©.

2.2. By its registration on the app.greendealflow.com and by accessing, using or continuing to accessing and using app.greendealflow.com, a Registered User unconditionally agrees to be bound by these Terms, including any subsequent revisions and amendments hereto, irrespective of any reference made by a Registered User to any other document, regulation or set of rules.

2.3. These Terms may be amended by Green Dealflow© at its sole discretion at any time by posting such amended Terms on the Green Dealflow© website, www.greendealflow.com, or by notifying Registered User of such amended Terms via other methods as may be determined by Green Dealflow© from time to time, and the amended Terms shall take effect from the time such amended Terms are posted on the Green Dealflow© website or are otherwise notified to the Registered User (as the case may be).

2.4. If any provision of these Terms is deemed unlawful, void or unenforceable, the remaining provisions shall continue in full force and effect.

3. Registration

3.1. Potential users register on the app.greendealflow.com by filling out and filing a standardised form on the Green Dealflow© website, https://app.greendealflow.com/register/.

3.2. Green Dealflow© shall decide freely in its absolute sole discretion if potential users shall be allowed registration and Green Dealflow© reserves the right to refuse registration for any reason without liability. Only legal owners of renewable energy projects, investors and direct potential buyers may register to an act as Registered User. Brokers and intermediaries may register on app.greendealflow.com only on the basis of a documented, explicit and specific buyer or seller side mandate directly from the relevant developer or investor.

4. Registration Fee

4.1. Registered Users will be charged no fee to request basic information on off-market projects, News & Blog site, receiving the new project alert and receiving the monthly newsletter. The content of the basic information on projects is agreed upon with the developer of the project. Any additional information on the project will be provided by the developer directly upon accepting the investor's request and signing an NDA.

4.2. Obtaining certain additional information on the projects will be subject to signing a success fee agreement with Green Dealflow©. The success fee is calculated on a project to project basis depending upon project size, stage of development, etc. Furthermore, the additional information will only be provided to the investor who are established and have a track record in renewable energy investments. Green Dealflow© reserves the ultimate right to refuse to provide additional information on the project to the Registered Users for any reason without liability.

5. Term and Termination

5.1. Registration will be made for an unlimited period of time and the registration may be terminated at any time with immediate effect by a Registered User by notifying Green Dealflow© via the Green Dealflow© website.

6. Blocking of Account and Dismissal

6.1. Green Dealflow© may at any time with immediate effect and without liability block, suspend, or limit the Registered User’s access to the app.greendealflow.com and/or the Registered User’s account if Green Dealflow© reasonably suspects that the Registered User or a transaction of the Registered User violates these Terms, including the success fee for investors or developers, the Code of Conduct, any laws or regulations or public order or morality, infringing a third party’s rights or interests, breaching a requirement under applicable laws or regulations, or violating an order by a competent authority or any court of law, or violating any other agreement entered into between the Registered User and Green Dealflow© or any other agreement which the Registered User has entered into. Such block, suspension or limitation of a Registered User’s access to the app.greendealflow.com and/or the Registered User’s account shall continue until the Registered User has provided documentation to Green Dealflow© to the satisfaction of Green Dealflow© that no violation has occurred or the violation has been remedied to the satisfaction of Green Dealflow©.

6.2. The Registered User may be blocked permanently and dismissed from the app.greendealflow.com with immediate effect in case of any violation of these Terms and/or the Code of Conduct, any applicable law or regulation, any other agreement entered into between the Registered User and Green Dealflow© or any other agreement which the Registered User has entered into.

7. Code of Conduct

7.1. Any registration to and use of and activity in relation to the app.greendealflow.com shall – in addition to these Terms – be subject to the Code of Conduct as published on the Green Dealflow© website (https://greendealflow.com/code-of-conduct/) and amended from time to time.

7.2. The Code of Conduct shall be considered an integrated part of these Terms.

8. Liability

8.1. The Registered User shall be liable for any and all information provided to other Registered Users. Green Dealflow© shall not be liable for any information exchanged between Registered Users and no Registered User shall be entitled to raise any claim against Green Dealflow© for the validity, correctness or accuracy of any information provided.

8.2. Green Dealflow© does not warrant the accuracy, reliability or completeness of any information provided by the Registered User including, the identity of Registered User and Green Dealflow© shall have no liability for damages or costs incurred by Registered User or third parties in confidence of the information provided by the Registered User.

8.3. Further, Registered User shall be liable to Green Dealflow© for any damages or costs, including legal costs, suffered by Green Dealflow© as a consequence of such Registered User’s violation of these Terms, including the Code of Conduct, and such Registered User’s negligent or unlawful acts.

8.4. Green Dealflow© shall only be liable for its own acts and omissions to the extent that these are intentional or grossly negligent.

8.5. Subject to clause 8.5 of these Terms, a claim for damages against Green Dealflow© cannot exceed DKK30.000.

8.6. To the fullest extent permitted by law, Green Dealflow© exclude all liability for any loss or damage suffered by any Registered User or any third party whether direct or indirect, incidental or consequential and howsoever arising from use of or access to, or inability to use or access the app.greendealflow.com, or subsequent interaction between Registered User, including any loss of data or damage caused by downloading content from the app.greendealflow.com.

9. Intellectual Property Law

9.1. All rights to renewable energy projects available at Green Dealflow shall remain with the relevant Registered User having provided information on projects to Green Dealflow.

9.2. Green Dealflow© is the sole owner of any and all intellectual property rights, including trademarks, design rights etc., related to the greendealflow.com and app.greendealflow.com and no Registered User shall by its registration to and use of the greendealflow.com and app.greendealflow.com obtain any right or co-right thereto.

10. Privacy policy

10.1. Green Dealflow© reserves its right to collect and keep:
(i) information provided by way of completing forms on the Green Dealflow© website, including information give to Green Dealflow© when registering on the app.greendealflow.com; and
(ii) details of visits made to the Green Dealflow© website, see also the Green Dealflow© cookie policy available on the Green Dealflow© website (https://greendealflow.com/cookie-policy/).

10.2. No information provided to Green Dealflow© will be disclosed to unrelated third parties except as otherwise provided for in these Terms, including in the following cases:
(i) a Registered User has consented for Green Dealflow© to do so;
(ii) Green Dealflow© is under a legal, regulatory or professional obligation to do so (for example to comply with anti-money laundering regulations)
(iii) Green Dealflow© merge, re-organise or transfer all or part of our business in which case the information will be disclosed to potential or actual successors of the business;
(iv) Green Dealflow© use third party service providers to provide services that involve data processing (where we use service providers, we will ensure the appropriate safeguards are in place to protect your information).

11. Applicable Law and Disputes

11.1. Any dispute arising in connection with these Terms shall be settled under Danish law, excluding its rules on choice of law.

11.2. All disputes, disagreements and claims, which directly or indirectly may emanate from the agreement or its interpretations, shall, at the choice of Green Dealflow©, be brought before the Maritime and Commercial Court in Copenhagen, Denmark (Sø- og Handelsretten) as the court of first instance or for final settlement with the Danish Institute of Arbitration (Det Danske Voldgiftsinstitut) in Copenhagen in accordance with the rules of arbitration procedure adopted by The Danish Institute of Arbitration and in force at the time of the commencement of the arbitration proceedings. If the Maritime and Commercial Court lacks subject-matter jurisdiction to render a decision, the dispute shall be brought before the City Court of Copenhagen, Denmark (Københavns Byret) as the court of first instance, and the court be assisted by expert lay assessors, if possible. The proceedings shall be conducted in Danish.