Carbon Credit Terms

CARBON CREDIT TERMS & CONDITIONS

By purchasing Carbon Credits from the Platinum Programme™, operated by the Carbon Fund ("we", "us", or "our"), you (the "End Buyer") acknowledge that you have read, understood, and agree to these Terms & Conditions ("Terms").

These Terms are intended for publication on the Platinum Programme™ website and should be read together with the applicable purchase agreement, invoice, programme documentation, verification records, and any mandatory law or regulatory requirements that apply to the End Buyer. Nothing in these Terms constitutes legal, tax, accounting, investment, financial, or regulatory advice.

These Terms apply to all purchases of Carbon Credits by End Buyers and the issuance of Platinum Programme™ Offset Certificates.

1. Definitions

Term	Definition
Advance	The amount paid by the End Buyer to acquire the Carbon Credit units as specified in the purchase agreement or invoice.
Carbon Credit	or “Credits” are measurable, verifiable emission reductions from certified climate action projects, which is a reduction or removal of emissions of carbon dioxide or other greenhouse gases (ER) made to compensate for emissions made elsewhere.
Carbon Fund	means Carbon Fund Carbon Fund, LLC., incorporated in Delaware, USA with registration number: 20233180169.
End Buyer	means the individual or entity purchasing Carbon Credits and named on the Offset Certificate as the holder of associated rights.
Offset Certificate	means the digital, cryptographically signed document issued by the Platinum Programme™ evidencing ownership of specific Carbon Credit units for a designated Tax Year or period.
Platinum Programme™	means the fully integrated carbon crediting programme developed and operated by the Carbon Fund, as more particularly described at https://www.s10xcarbonfund.com/PROGRAM/, which provides end-to-end ER Services in accordance with the CCMP™ and applicable international standards (including ISO 14064-3 and CDM methodologies), and which is accessible via the Portal.
Tax Year	The applicable carbon tax reporting period (typically calendar year) for which the Offset Certificate is designated.

2. Purchase and Issuance

2.1 The Platinum Programme™ is the sole issuer of the Carbon Credits. Purchasing Carbon Credits constitutes acceptance of these Terms.

2.2 Upon receipt of the Advance and verification, we will issue a digitally signed Offset Certificate via email to the End Buyer’s address registered with us.

2.3 Carbon Credits are issued ex-post based on verified reductions. We retain programme records relating to issuance and may reissue Offset Certificate copies upon written request.

2.4 Carbon Credits are not securities, financial instruments, derivatives, or investments, unless they are expressly approved or regulated as such by the applicable financial services authority.

Verification records, methodology references, programme records, and Offset Certificates evidence the basis on which Carbon Credits are issued under the Platinum Programme™; they do not guarantee acceptance, retirement, recognition, tax treatment, or regulatory approval by any authority unless expressly required by applicable law.

3. Eligibility for Retirement

3.1 The Carbon Credits are developed using UNFCCC Clean Development Mechanism ("CDM") methodologies, and emissions are verified ex-post to align with the requirements of ISO 14064-3 independent verification.

3.2 Eligibility for offsetting is determined in accordance with the applicable country’s regulated offset rules and regulations.

The End Buyer is solely responsible for determining whether, how, and when any Carbon Credit may be used, retired, reported, claimed, disclosed, or represented in connection with any carbon tax, voluntary climate claim, sustainability report, public communication, or other regulatory or commercial purpose. The End Buyer must not make any claim that is false, misleading, unsubstantiated, or inconsistent with the applicable Offset Certificate, retirement status, programme rules, or applicable law.

4. Transferability and Exercise

4.1 Carbon Credits and Offset Certificates are non-transferable without our prior written consent. Unauthorised transfers are void.

4.2 The End Buyer must not sell, assign, pledge, transfer, surrender, retire, claim, or otherwise use the same Carbon Credit more than once and must not permit any double counting, double claiming, double issuance, or double use of any Carbon Credit or associated environmental attribute.

4.3 Rights are exercisable only by the End Buyer, or by its authorised Public Officer or representative, for the designated Tax Year. Exercise requires submission to the relevant regulatory authorities, including for any applicable tax offset.

5. Cash-Back Warranty and Refunds

5.1 If, due to non-availability or regulatory rejection attributable to the Platinum Programme™ and not to any End Buyer act, omission, ineligibility, filing position, missed deadline, misrepresentation, or failure to comply with applicable requirements, the End Buyer cannot retire the Carbon Credits for the intended Tax Year, the End Buyer is entitled to a full refund of the Advance under the Platinum Programme™ Cash-Back Warranty Guaranteed Protection Plan.

5.2 All purchases are otherwise final and non-refundable. No refund is available for regulatory changes, changes in tax authority interpretation or practice, failure to meet tax authority requirements, failure to submit or retire credits within the applicable Tax Year, buyer ineligibility, or any use or claim that is inconsistent with these Terms or applicable law.

6. Disclaimers and Limitation of Liability

No tax authority, regulator, registry, methodology owner, verifier, standard-setting body, trustee, or third-party service provider is responsible for the Platinum Programme™ obligations under these Terms unless expressly stated in a separate written agreement with the End Buyer.

6.1 Carbon Credits are provided “as is.” We disclaim all warranties, express or implied, including merchantability, fitness for purpose, or that credits will qualify for any tax offset, credit, or benefit, except to the extent expressly provided under the Platinum Programme™ Cash-Back Warranty Guaranteed Protection Plan described in Clause 5.1.

6.2 To the maximum extent permitted by law, we are not liable for any indirect, consequential, special, punitive, exemplary, incidental, or similar damages arising out of or in connection with the purchase, issuance, holding, use, attempted retirement, rejection, non-use, or inability to use any Carbon Credits or Offset Certificate.

6.3 Our total liability is limited to the Advance paid by the End Buyer for the relevant Carbon Credits.

7. Indemnity

7.1 You indemnify and hold us harmless from all claims, losses, liabilities, costs, expenses, penalties, and damages arising from your breach of these Terms, misuse of any Carbon Credit or Offset Certificate, inaccurate or misleading representations, tax filings, sustainability claims, regulatory submissions, or any act or omission by you or anyone acting on your behalf.

8. Cash-Back Warranty Guaranteed Protection Plan

8.1 The Carbon Fund Cash-Back Warranty Guaranteed Protection Plan provides a full USD-equivalent cash-back refund to the End Buyer where a purchased carbon credit (in any currency) is determined to be invalid, meaning that it cannot be retired under the applicable regulatory offset programme. The Carbon Fund protection mechanism complies with Basel regulations, allowing for immediate guaranteed capital relief for End Buyers.

8.2 The Carbon Fund actuarially reserves a portion of every carbon credit issued by the Platinum Programme™ plus the USD-equivalent cash in escrow with an independent trustee to provide financial protection and reserve capital for future valid claims. The credits are held in the reserve for 5 years before the initial cash reserves can be released for distribution to the parties and the reserved credits are listed for sale.

9. Governing Law and Dispute Resolution

9.1 These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict of laws principles.

9.2 Disputes shall first be subject to good-faith negotiation. Unresolved disputes may proceed to binding arbitration in Delaware or, by mutual agreement, another forum or jurisdiction compliant with applicable local law.

10. Miscellaneous

10.1 We may update these Terms from time to time by posting the revised Terms on our website or otherwise making them available. The version applicable to a purchase is the version in effect at the time of that purchase, unless the End Buyer expressly agrees to a later version.

10.2 Force majeure events, including regulatory changes, changes in law, acts of God, governmental action, war, civil unrest, cyber incidents, platform outages, failures of third-party service providers, and events beyond our reasonable control, excuse performance delays for as long as the affected performance is prevented or delayed.

10.3 These Terms constitute the entire agreement and supersede prior understandings. If any provision is invalid or unenforceable, the remaining provisions remain in effect.

10.4 Provisions relating to liability, indemnity, governing law, dispute resolution, and any accrued payment or refund rights survive termination or completion.

By purchasing, receiving, using, retiring, or claiming any Carbon Credit or Offset Certificate, you accept these Terms.

For questions, contact: legal@s10xcarbonfund.com