Purpose and Nature of the Platform

The Social Finance Hub ("the Hub") is a bilingual online platform created to strengthen and connect Canada’s social finance ecosystem. It is designed to share information, education, and resources related to impact investing, social finance intermediaries, and social purpose organizations ("SPOs"); centralize learning opportunities, sector data, and community initiatives; and enable discovery of aligned partners and opportunities for collaboration. The Hub is not a fundraising or trading platform, nor a marketplace for securities or financial instruments, and does not facilitate, arrange, or negotiate transactions between Users. The Hub does not provide investment advice, recommendations, or endorsements. All tools and resources are informational and educational in nature only.

Use of Artificial Intelligence: The Hub uses artificial intelligence technologies to enhance User experience, including: (a) automated translation services to provide bilingual content in English and French; (b) matching and discovery algorithms that suggest potential collaborators based on User-defined criteria and publicly available profile information; and (c) content moderation tools to detect potential policy violations. AI-generated translations may contain errors or inaccuracies, and Users should verify critical information in their preferred language. The matching algorithm operates on an automated, non-discretionary basis using objective criteria and does not constitute recommendations, endorsements, or investment advice. Users retain sole responsibility for evaluating suggested connections and making independent decisions about collaborations. For more information about AI usage and data processing, please refer to the Hub's AI Policy and Privacy Policy.

Pre-Launch and Beta Access: The Hub may offer early access, pre-launch onboarding, or beta testing opportunities to selected Users prior to the platform's full public launch. Users participating in pre-launch activities acknowledge that: (a) platform features and functionality may be incomplete, subject to change, or contain errors; (b) service availability and performance may be limited; (c) data entered during pre-launch phases will be migrated to the production platform, subject to the Privacy Policy; and (d) these Terms apply in full to all pre-launch activities. Boann reserves the right to modify, suspend, or terminate pre-launch access at any time without liability.

Stewardship and Governance

The Hub is stewarded by Boann Social Impact LP ("Boann") as part of its mandate under the Social Finance Fund to build and strengthen the national impact investment infrastructure. The Hub is operated collaboratively through a consortium of partners, each contributing specific expertise: Invoke Digital – technical design and platform architecture; Spring Activator – learning and capacity-building content; Propel Impact – investment readiness training and mentorship programs; and CIVIC – ecosystem mapping, data strategy, and community engagement. Boann acts as the steward and convenor, ensuring the Hub’s alignment with social finance principles and compliance with applicable laws and regulations.

Securities Activity or Advice

Neither Boann nor any consortium partner acts as a broker, dealer, investment fund manager, or advisor. None is registered as an Exempt Market Dealer (EMD), investment dealer, or portfolio manager under National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations. The Hub does not list, solicit, or facilitate the purchase or sale of securities or investments, nor does it receive fees, commissions, or compensation tied to any transaction between Users. Any matching or discovery function operates on a neutral, automated, and non-discretionary basis using objective criteria determined by Users themselves; it does not constitute an introduction, solicitation, recommendation, referral, or investment advice of any kind. Users are solely responsible for their own due diligence and should obtain independent legal, tax, and financial advice before making any investment decisions.

User Accounts, Eligibility, and Termination

Users may include SPOs, investors, intermediaries, academic institutions, and other ecosystem participants. Certain basic directory information may be publicly accessible without an account, while full access to detailed organizational profiles, discovery tools, educational resources, and community features requires account creation. By creating an account, Users agree to provide accurate, current, and lawful information; use the Hub in a manner consistent with its educational and community-building objectives; and maintain confidentiality of their login credentials.

Termination and Account Closure

Account Termination by Users: Users may terminate their accounts at any time by contacting info@socialfinancehub.ca or using the account closure feature in their profile settings. Upon voluntary termination, User profiles will be removed from public view within five (5) business days. Personal information will be deleted in accordance with the Hub's Privacy Policy and applicable privacy laws within thirty (30) days of termination, subject to legal retention requirements under applicable laws and Boann’s archival rights under Section 7.3 for content that was publicly shared or contributed to community discussions.

Account Termination by the Hub: Boann and its consortium partners reserve the right to suspend or terminate User accounts immediately and without prior notice if Users: (a) materially violate these Terms in a manner that poses immediate risk to the platform, other Users, or legal compliance; (b) engage in prohibited uses as outlined in Section 5.2 that constitute illegal activity, fraud, or security threats; (c) repeatedly violate these Terms after receiving prior warnings; or (d) provide false information in their account registration that materially misrepresents their identity or organizational status.

For non-emergency terminations, Boann will provide seven (7) days' written notice to the User's registered email address specifying the grounds for termination and providing a reasonable opportunity to remedy the violation where remediation is possible. Users may respond to the notice within five (5) business days to dispute the grounds for termination, provide explanation, or request reconsideration in accordance with Section 14.5. Boann will review any such response and provide a written decision within five (5) business days of receiving the User's response.

Data Retention and Deletion: Upon termination, User profile information will be removed from public view within five (5) business days. Personal information will be deleted within thirty (30) days in accordance with the Hub’s Privacy Policy and applicable privacy protection laws, except for: (a) information required to be retained under applicable laws or regulations; (b) information necessary to resolve disputes, enforce these Terms, or defend legal claims; (c) de-identified or aggregated data that cannot reasonably be used to identify the User; and (d) content that was publicly shared or contributed to community discussions, which may be retained in accordance with Section 7.3.

Effect of Termination: Upon termination, Users immediately lose access to all Hub services and features. Users remain liable for any obligations incurred prior to termination, and all representations, warranties, and indemnification obligations shall survive termination. These Terms continue to apply to any disputes or claims arising before termination and any continuing indemnification obligations as outlined in Section 10.

Reactivation: Users whose accounts were terminated for violations may not create new accounts without express written permission from Boann. Users who voluntarily terminated their accounts may reactivate them by contacting info@socialfinancehub.ca.

Permitted and Prohibited Uses

Permitted Uses: Users may publish organizational or initiative profiles; access educational materials, events, and job-board listings; and use search or discovery features to identify potential collaborators or aligned organizations. Any results provided by these tools are for informational purposes only and do not constitute recommendations or endorsements. Contact between Users occurs directly and voluntarily outside the Hub environment, and Boann has no involvement in, control over, or responsibility for any such communications or relationships.

Prohibited Uses: Users may not: (a) offer, solicit, or advertise the sale or purchase of securities, loans, or other financial products; (b) use the Hub to provide financial advice, investment recommendations, solicitation, or promotion of specific investments or investment opportunities; (c) provide false, misleading, or fraudulent information; (d) violate applicable laws or regulations; (e) use the platform in a manner that compromises its integrity, security, or the safety of other Users; (f) pose a security risk to the platform or its Users; (g) post content in violation of Section 6.1; or (h) interfere with or disrupt the integrity or performance of the platform. Such conduct may result in termination as outlined in Section 4.3. Users may report suspected violations in accordance with the process set out in Section 14.3.

User-Generated Content Management

Content Standards: All User-generated content, including profiles, posts, comments, documents, and communications, must comply with the following standards. Content must not: (a) violate any applicable federal, provincial, or municipal laws or regulations; (b) infringe intellectual property rights, privacy rights, or other proprietary rights; (c) contain false, misleading, deceptive, or fraudulent information; (d) include hate speech, harassment, threats, or discriminatory content based on race, ethnicity, religion, gender, sexual orientation, age, disability, or other protected characteristics; (e) promote violence, illegal activities, or harm to individuals or organizations; (f) contain obscene, pornographic, or sexually explicit material; (g) include spam, unsolicited advertising, or commercial solicitations; (h) compromise platform security or attempt to circumvent technical restrictions; (i) impersonate others or misrepresent organizational affiliations; (j) include malware, viruses, or other harmful code.

Content Monitoring and Moderation: Boann reserves the right, but is not obligated to: (a) monitor, review, and moderate User-generated content; (b) use automated systems and human reviewers to detect policy violations; (c) remove, edit, or restrict access to content that violates standards in Section 6.1; (d) suspend or limit content posting privileges for Users who repeatedly violate standards in Section 6.1; (e) preserve content and associated data for legal or regulatory purposes.

User Responsibilities for Content: Users acknowledge and agree that they: (a) are solely responsible for all content they submit; (b) have appropriate rights and permissions to share submitted content; (c) will not hold the Hub, Boann or any consortium partner liable for content posted by other Users; and (d) understand that removed content may not be recoverable.

Community Guidelines: Beyond legal requirements, Users are encouraged to: (a) maintain professional and respectful communication; (b) contribute constructively to community discussions; (c) respect diverse perspectives within the social finance ecosystem; (d) focus on educational and collaborative content sharing; and (e) report suspicious or inappropriate activity promptly.

Intellectual Property

Platform Intellectual Property: Boann and its consortium partners retain ownership or valid licenses for all intellectual property related to the Hub, including:

Platform Technology: Software, code, algorithms, database methods, user interfaces, and improvements.

Platform-Created Content: Educational materials, reports, webinars, and aggregated data insights created by or commissioned exclusively for the Hub by Boann or its consortium partners. For third-party contributed content (including learning hub resources), Boann retains only the licenses granted by such third parties as necessary for platform operation.

Branding: "Social Finance Hub" name, trademarks, and branding elements.

Trade Secrets: Proprietary methodologies, algorithms, and business processes.

Derivative Works: Modifications and aggregated data from User content.

Users obtain no ownership rights to these assets and agree not to reverse engineer or misuse any such assets.

Content Ownership and Licensing: Users retain ownership of their submitted content, but grant Boann a non-exclusive, royalty-free license to: (a) display, distribute and promote content in connection with the Hub's services; (b) create translations for platform operation; (c) make necessary technical copies for the Hub’s platform operation; and (d) archive content on the Hub for community benefit and platform integrity. This license survives account termination for content that was publicly shared or contributed to community discussions.

Users represent and warrant that they own or have necessary rights to all submitted content and that such content does not infringe third-party intellectual property rights.

Third-Party Educational Content: Educational resources, materials, and content contributed by third parties to the learning hub remain the intellectual property of their respective owners. Such contributors grant Boann a non-exclusive, royalty-free, revocable license to display, distribute, and make such content accessible through the Hub's learning hub feature solely for the purpose of operating the platform and advancing its educational mission. Contributors may request removal of their content by providing written notice to info@socialfinancehub.ca, and Boann will remove such content from public display within fifteen (15) business days of receiving such request, subject to retention of archival copies as may be required by law or for platform security purposes. This section does not apply to User-generated content submitted through User profiles, posts, or community discussions, which is governed by Section 7.3.

Limitation of Liability

Disclaimer of Warranties: Except as expressly set forth in these Terms, the Hub and its consortium partners make no representation or warranty, express or implied, as to the accuracy, completeness, or timeliness of User-generated information provided on the Hub. Boann makes reasonable efforts to ensure the accuracy of content it creates or curates but does not warrant that such content is error-free. Use of the Hub is at the User's own risk. To the fullest extent permitted by law, Boann and its consortium partners disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. This disclaimer does not limit any warranties or liabilities that cannot be excluded under applicable consumer protection laws.

Technical and Service Disclaimers

Service Availability: The Hub is provided on an "as is" and "as available" basis. Boann and its consortium partners make no warranty that the Hub will be uninterrupted, timely, secure, or error-free. Users acknowledge that internet-based platforms may experience: (a) temporary service interruptions or outages; (b) reduced functionality during peak usage periods; (c) technical difficulties beyond the platform's reasonable control; and (d) third-party service dependencies that may affect platform performance.

Scheduled and Emergency Maintenance: The Hub reserves the right to: (a) perform scheduled maintenance; (b) conduct emergency maintenance without prior notice to address security vulnerabilities, system failures, or legal compliance requirements; (c) temporarily suspend or limit access to all or portions of the platform during maintenance periods; and (d) modify, update, or discontinue features or services at any time.

Limitation of Consequential Damages: To the maximum extent permitted by applicable law, Boann and its consortium partners shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to business interruption, loss of profits, loss of revenue, loss of business opportunities, data loss, loss of goodwill, or other economic losses arising from: (a) platform downtime or service interruptions; (b) technical malfunctions or system errors; (c) scheduled or emergency maintenance activities; (d) changes to platform functionality or features; (e) third-party service failures; (f) security breaches or unauthorized access; (g) user errors or misuse; or (h) any other cause related to the Hub's operation or use.

User Responsibilities: Users are responsible for: (a) maintaining compatible devices and internet connections; (b) keeping login credentials secure during system updates; (c) following any technical requirements or recommendations provided by the Hub; and (d) reporting technical issues through designated support channels.

Indemnification

To the extent permitted by applicable law, Users agree to defend, indemnify, and hold harmless Boann, its consortium partners (Invoke Digital, Spring Activator, Propel Impact, and CIVIC), and their respective officers, directors, employees, agents, contractors, and representatives (collectively, the "Indemnified Parties") from and against any and all claims, demands, actions, suits, damages, liabilities, losses, settlements, judgments, costs, and expenses (including reasonable attorneys' fees and court costs) arising from or relating to the Users breach of these Terms or wrongful conduct, excluding any claims arising from the gross negligence or willful misconduct of the Indemnified Parties. Any disputes arising from indemnification obligations, including defense and settlement terms, shall be resolved in accordance with the procedures set out in Section 14. Indemnified Parties will provide Users with prompt written notice of any claim subject to indemnification, though failure to provide such notice will not relieve Users of their indemnification obligations except to the extent Users are materially prejudiced by such failure. This indemnification obligation will survive the termination of the Users account and these Terms.

Privacy and Data Use

User information is handled in accordance with the Hub's Privacy Policy, which is incorporated by reference and forms part of these Terms (subject to modification as outlined in Section 13). The Privacy Policy outlines how personal information is collected, stored, disclosed and used for ecosystem-building and analytics purposes, and protected in compliance with applicable Canadian privacy legislation. All User data is stored and processed within Canada, and the Hub does not transfer personal information outside of Canada. The Hub does not sell User data or disclose it for commercial solicitation. Boann may share aggregated, de-identified data with strategic partners and other social finance ecosystem participants for research, policy development, and sector advancement purposes. Boann may also share User data with consortium partners and authorized ecosystem collaborators as necessary to deliver Hub services and fulfill the Hub's mandate, subject to appropriate data sharing agreements and privacy protections. Users will be notified of material changes to data sharing practices in accordance with Section 13.

Incorporated Policies: By creating an account and using the Hub, Users agree to be bound by the Hub's Privacy Policy and AI Policy, which are incorporated by reference and form part of these Terms. These policies may be updated from time to time in accordance with the modification procedures set out in Section 13. The current versions are available at Privacy Policy and AI Policy and Users are responsible for reviewing them regularly.

Future Monetization and Partnerships

The Hub may explore partnerships with registered entities or regulatory review processes in the future to expand functionality while maintaining compliance with applicable securities laws and regulations. Any material change in the Hub's purpose or commercial model will be communicated to Users transparently and reflected in updated Terms to Users with at least 30 days' advance notice. Users will have the right to terminate their accounts if they do not agree with such changes. [NTD: Subject to review by securities lawyer]

Modification of Terms

Right to Modify: Boann and its consortium partners reserve the right to modify, update, or replace these Terms to reflect changes in applicable law, platform functionality, business practices, or to address security, safety, or operational concerns. Material modifications that affect User rights will require advance notice as set out below, and Users will have the right to terminate their accounts if they do not agree such changes.

Notice of Changes: Material changes to these Terms will be communicated to Users through one or more of the following methods: (a) email notification to the Users registered email address; (b) prominent notice posted on the Hub's homepage; (c) in-platform notification upon next login; or (d) updated Terms posted in the Users account dashboard.

User Response to Changes: Users will have 30 days from the date of notice to review the material changes to the Terms. Users will be deemed to have accepted the revised Terms if they continue to use the Hub after the effective date of any modifications, provided that Boann has provided proper notice as set out in Section 13.2. Users who do not agree to the modified Terms may terminate their accounts without penalty in accordance with Section 4, and such termination must be completed before the effective date of the modifications to avoid being bound by the new Terms. Disputes arising from modifications to these Terms shall be addressed in accordance with the procedures set out in Section 14.

Effective Date: Unless otherwise specified, modified Terms will take effect 30 days after notice is provided to Users. In cases involving urgent legal compliance, security issues, or regulatory requirements, changes may take effect immediately upon posting, provided that such immediate changes will be limited to the minimum modifications necessary to address the urgent issue.

Version Control: These Terms are effective as of December 18, 2025. The Hub will maintain version history and dates of material modifications for a minimum of three years. The most current version will always be available at Terms & Conditions and will display the "Last Updated" date prominently at the top of the document.

Governing Law and Dispute Resolution

Governing Law and Jurisdiction: These Terms and Conditions are governed by and construed in accordance with the laws of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Subject to the dispute resolution provisions below, any legal proceedings arising out of or relating to these Terms or the use of the Hub shall be subject to the exclusive jurisdiction of the courts of Ontario, provided that either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property rights, prevent irreparable harm, or address urgent security matters.

Informal Dispute Resolution: Before initiating formal legal proceedings, Users are encouraged to attempt to resolve disputes through good faith negotiations. Users may contact the Hub at info@socialfinancehub.ca to initiate informal resolution discussions. The Hub will respond to dispute notices within 15 business days and will use reasonable efforts to resolve disputes within 30 days of initial contact.

User Complaints and Violations Process: Reporting Violations: Users may report suspected violations of these Terms, inappropriate content, or User misconduct that constitute prohibited uses as defined in Section 5.2 by: (a) using the in-platform reporting feature; (b) emailing info@socialfinancehub.ca; or (c) contacting [insert phone number or support portal].

Investigation Process: Boann will: (a) acknowledge receipt of complaints within [72] hours; (b) conduct reasonable investigations of reported violations; (c) take appropriate action, which may include warnings, account suspension, content removal, or account termination; and (d) notify the reporting User of resolution within [14] business days, subject to privacy constraints.

Appeals Process: Users whose accounts have been suspended or terminated may appeal the decision by contacting info@socialfinancehub.ca within [30] days of the action. Appeals will be reviewed by personnel not involved in the original decision.

General Legal Provisions

Severability: If any provision of these Terms is found to be unenforceable, invalid, or illegal by a court of competent jurisdiction, the remainder of these Terms shall remain in full force and effect. The unenforceable provision shall be deemed modified to the minimum extent necessary to make it enforceable, or if such modification is not possible, the provision shall be deemed deleted from these Terms.

Entire Agreement: These Terms, together with the Hub's Privacy Policy and any other policies referenced herein, constitute the complete and exclusive agreement between Users and Boann regarding the use of the Hub. These Terms supersede all prior or contemporaneous understandings, agreements, negotiations, representations, and warranties, whether written or oral, relating to the subject matter herein.

Assignment and Transfer: Users may not assign, transfer, delegate, or sublicense any of their rights or obligations under these Terms without the prior written consent of Boann, which may be withheld in its sole discretion. Any attempted assignment in violation of this provision shall be null and void. Boann and its consortium partners may freely assign or transfer their rights and obligations under these Terms in connection with: (a) a merger, acquisition, or sale of all or substantially all assets; (b) corporate reorganization or change of control; (c) transfer to an affiliate or subsidiary; or (d) any successor entity continuing the Hub's operations. Users will be notified at least 30 days in advance of any material assignment that affects their rights under these Terms, and Users may terminate their accounts without penalty if they do not agree to the assignment.

Waiver: No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Failure by Boann to assert any right or provision under these Terms does not constitute a waiver of such right or provision.

Headings: The section and subsection headings in these Terms are for convenience only and shall not affect the interpretation of any provision.

Language: These Terms have been drafted in English and French. In the event of any conflict or discrepancy between the English and French versions, the English version shall prevail, except in Quebec where both versions shall be given equal weight in accordance with Quebec’s language laws.

Survival: The following provisions shall survive the termination of these Terms and any User account including but not limited to: Intellectual Property (Section 7, including third-party content licenses under Section 7.5), Limitation of Liability (Section 8), Indemnification (Section 10), Governing Law and Dispute Resolution (Section 14), and these General Legal Provisions.