TERMS OF USE
Last Updated: September 4, 2025

1. Introduction

Borusan Ventures Corp. (“Borusan Ventures,” “we,” “us,” “our”) maintains and operates a website located at www.borusanventures.com solely for general informational purposes. All use of this website and other websites maintained by Borusan Ventures that may be accessible through this website (collectively, the “Website”) is governed by these Terms of Use (the “Terms”). Please read these Terms carefully.

By accessing, browsing or using the Website, including the content, materials and information available on or through the Website (collectively, the “Content”), you acknowledge that you have read and understood and agree to be bound by these Terms and our Privacy Policy, found at  https://borusanventures.com/privacy-statement/ , incorporated herein by reference.

If you do not accept these Terms, or if you are not authorized or eligible to be bound by them, you may not access and use the Website. Your continued use of the Website manifests your acceptance of these Terms, as revised from time to time.

2. Modifications

We may occasionally modify the Terms. You can determine when such documents were last revised by referring to the “Last Updated” legend at the top of the page. If the changes include material changes that affect your rights or obligations, we will notify you in advance of the changes by reasonable means, which could include notification through the Website or via email. If you continue to use the Website after the changes become effective, then you agree to the revised Terms. You agree that these Terms shall supersede any prior agreements (except as specifically stated herein), and shall govern your entire relationship with us, including but not limited to events, agreements, and conduct preceding your acceptance of these Terms.

3. No Advice

Nothing in these Terms or on the Website constitutes (i) an offer, or solicitation of an offer, to purchase or sell any security, other asset or service, (ii) investment, financial, employment, legal, business and/or tax advice or an offer to provide such advice, or (iii) a basis for making any investment decision. You are solely responsible for evaluating the risks and merits regarding use of the Website and should obtain relevant and specific professional advice before making any investment decision.

Any investments or portfolio companies referenced in the Website are illustrative and do not reflect the performance of Borusan Ventures. No assumptions should be made that these investments were or will be profitable. Not all Borusan Ventures investments had or have the characteristics, prospects, performance, or projected successes highlighted on the Website.

Past performance is not indicative of future results. Borusan Ventures makes no representation about the results of any investment or transaction.

4. Forward-Looking Statements

Certain information contained on the Website constitutes “forward-looking statements,” which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “estimate,” “intend,” or “believe” or the negatives thereof or other variations thereon or comparable terminology. Due to various risks and uncertainties, actual events or results or the actual performance of any investments may differ materially from those reflected or contemplated in such forward-looking statements. Borusan Ventures undertakes no obligation to update publicly or revise any forward-looking statements, whether because of new information, future developments, or otherwise.

5. Your Content

We do not accept responsibility for protecting against misuse or disclosure of any confidential or proprietary information or other materials through the Website, unless such protection is governed by our Privacy Policy or a separate written agreement. Any business plans, information and other materials you submit to us in connection with this Website may be used or disclosed by us in accordance with our Privacy Policy. Please consider this carefully before sending us any information or other materials that you deem confidential or proprietary.

Your use of the Website is also governed by our Privacy Policy, which explains how we collect, use, store, and disclose your information. By accessing or using the Website, you acknowledge that Borusan Ventures may collect and use your personal information in accordance with the Privacy Policy. We encourage you to read the Privacy Policy carefully to understand our practices.

Where applicable, we process your information to comply with legal and regulatory obligations (including AML/KYC requirements), evaluate investment opportunities, or respond to communications submitted through the Website. You may exercise certain rights with respect to your personal data, as set forth in our Privacy Policy, such as right to access, correct, delete, or restrict the processing of your personal data, as well as the right to object to certain uses and to request the transfer of their data to another service provider. Where processing is based on consent, you may withdraw consent at any time. For more details on these rights and how to exercise those rights, please refer to our Privacy Policy.

Our Website uses cookies and similar technologies to improve user experience and detect fraud, as further detailed in our Privacy Policy and Cookie Policy.

6. Third Parties

In using the Website, you may be exposed to content and information, for example, data, text, files, information, usernames, graphics, images, photographs, profiles, audio, video, messages, services or links, from other third parties (“Third-Party Content”), either on the Website or through links to third-party websites. Because we do not review, monitor, operate or control any such Third-Party Content, you acknowledge and agree that we are not responsible for the availability of such websites and do not endorse and are not responsible or liable, directly or indirectly, for any content, advertising, products, services or other materials on or available from such websites or mobile applications. We make no guarantees, representations or warranties as to, and shall have no liability for, any content delivered by any third party, including, without limitation, its accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof, or the use of any personal information you provide to any such third party. You acknowledge and agree that use of such links is entirely at your own risk. We may discontinue links to any other website or mobile application at any time and for any reason.

7. Intellectual Property

Our Website contains trademarks and service marks owned by us or other third parties. Unless specifically noted that such trademarks or service marks belong to a third party, we own all trademarks and service marks displayed on the Website, whether registered or unregistered, including but not limited to, the names “Borusan Ventures” and “Borusan”, our logo, our design patterns and our other graphics, and the Website trade dress. The use of our trademarks and service marks is strictly prohibited, unless we have granted our prior written consent.

The Content on the Website, including text, graphics, logos, button icons, images, data compilations, and any other works of authorship, both individually and as they are compiled on the Website, and software used in the Website, are the property of Borusan Ventures or third parties, and are protected by copyright, and other United States and foreign intellectual property and related laws, rules and regulations. Any use of the Content not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark and other laws. You agree to abide by all copyright notices, information, or restrictions contained in or attached to any of the Content.

8. License Grant

We permit you to use the Content made available in or otherwise accessible through the Website, strictly in accordance with these Terms and solely for your personal, non-commercial, and informational use.

We are not responsible to ensure, and disclaim any responsibility for, your ability to open, use or view the Content we provide. As between you and us, we retain all right, title and interest in and to the Content and all related intellectual property rights.

You do not acquire any ownership interest in the Website under these Terms, or any other rights thereto other than to use the Website in accordance with the permission granted, and subject to all terms, conditions, and restrictions, under these Terms. We and our licensors reserve and shall retain our entire right, title, and interest in and to the Website, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms.

9. Prohibited Activities

In connection with your use of this Website, you agree not to:

(a)        use the Website for any unlawful or prohibited purpose;

(b)        attempt, through any means, to gain unauthorized access to any part of the Website; computer system or network connected to our server;

(c)        violate any applicable local, state, national, international or other law or regulation, or any order of a court, including without limitation, rules about intellectual property rights, the Internet, technology, data, email or privacy;

(d)        access the Website from territories where it is illegal or strictly prohibited;

(e)        interfere with, disrupt or damage the Website, including, without limitation, through the putting an unreasonable or disproportionately large load on this Website’s infrastructure, use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing of electronic mail address information or similar methods or technology;

(f)        harvest or collect email addresses or other contact information or personal data of other visitors to the Website by electronic or other means without their consent;

(g)        impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity when completing the Contact Form;

(h)        “crawl,” “scrape,” or “spider” any portion of the Website or the Content (through use of manual or automated means);

(i)         use, reproduce, duplicate, copy, sell, resell or exploit the Content; use the Content for any commercial purposes; or otherwise remove any text, copyright or other proprietary notices contained in the Content;

(j)         decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Website, except to the extent applicable laws specifically prohibit such restriction; or

(k)        advocate, encourage, or assist any third party in doing any of the foregoing.

We may investigate occurrences that involve violations of the security of this Website or of the law and we may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. We reserve the right to disclose any information about you or your use of our Website in connection with any investigations by us or law enforcement authorities.

10. Disclaimer of Warranties

THE WEBSITE IS PROVIDED ON “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE” BASIS AND, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, BORUSAN VENTURES DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT THE WEBSITE WILL MEET YOUR EXPECTATIONS AND REQUIREMENTS, BE UNINTERRUPTED OR ERROR-FREE, WILL BE AVAILABLE FOR USE, WILL BE OF A CERTAIN QUALITY, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE IS AND WILL REMAIN TO BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR THE TECHNOLOGY THAT MAKES IT AVAILABLE ARE IMMUNE TO HACKER ACTIVITY, ELECTRONIC OR NON-ELECTRONIC TAMPERING, COMPUTER CRIME OR THEFT. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE WEBSITE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, CURRENTNESS, OR OTHERWISE. WE MAKE NO WARRANTY AS TO THE RELIABILITY OF ANY CONTENT AVAILABLE THROUGH, OR THE PERFORMANCE OF, THE WEBSITE. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE REPLYING ON IT. WE MAKE NO GUARANTEES CONCERNING THE LEVEL OF SUCCESS YOU MAY EXPERIENCE, AND YOU ACCEPT THE RISK THAT RESULTS MAY DIFFER FROM WHAT YOU EXPECTED.

Some jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.

11. Limitation of Liability

IN NO EVENT SHALL BORUSAN VENTURES (FOR PURPOSES OF THIS SECTION, “BORUSAN VENTURES” INCLUDES OUR PARENT ENTITY, SUBSIDIARIES AND AFFILIATED COMPANIES, AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, DIRECTORS, CONTRACTORS AND AGENTS (COLLECTIVELY, “BORUSAN VENTURES PARTIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE WEBSITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION OF INFORMATION THROUGH THE WEBSITE, PERSONAL INJURY, PROPERTY INJURY, BODILY INJURY OR EMOTIONAL DISTRESS, LOST PROFITS, LOSS OF GOODWILL, COMPUTER VIRUS, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR MISUSE OF ANY RECORD OR DATA. WE DO NOT ASSUME ANY LIABILITY FOR INACCURACIES OR MISSTATEMENTS ABOUT ANY CONTENT ON THE WEBSITE OR FOR ANY OUTCOME OF ANY INTERACTION (ONLINE OR OFFLINE) RESULTING FROM THE CONTENT. BORUSAN VENTURES DISCLAIMS ANY LIABILITY FOR LOSS IN CONNECTION WITH THE CONTENT PROVIDED ON THE WEBSITE. YOU ARE ADVISED TO EXERCISE GOOD JUDGMENT AND CAUTION WHEN ACTING ON THE INFORMATION AVAILABLE THROUGH THE WEBSITE.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THE WEBSITE, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EXCEED THE AMOUNT OF $100. YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE WEBSITE IS TO DISCONTINUE USE OF THE WEBSITE.

Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitation or exclusion may not apply to you.

12. Release

To the fullest extent permitted by law, you release Borusan Ventures Parties from any and all responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with your use of the Content on the Website, including any Third-Party Content.

If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

13. Indemnification

You agree to defend, indemnify, and hold harmless Borusan Ventures Parties from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Website, including, but not limited to, information you submitted to Borusan Ventures, any use of the Website’s Content other than as expressly authorized in these Terms, or your use of any information obtained from the Website.

14. English Language

In the event of a conflict between these Terms and a foreign language version of these Terms, the English language version will govern. All disputes, claims and causes of action (and related proceedings) will be communicated in English.

15. International Use

The Website is operated and controlled by us in the United States. We do not represent or warrant that the Website or any part thereof is appropriate or available for use in any particular jurisdiction. Those who choose to access the Website from locations outside the United States do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations, including laws regulating the export of data. We may limit the availability of the Website, in whole or in part, to any person, geographic area or jurisdiction that we choose, at any time and in our sole discretion. Accessing the Website is prohibited from territories where the Content is illegal.

You represent and warrant that you are in compliance with all laws, restrictions and regulations administered by the Office of Foreign Assets Control (“OFAC”) or any other governmental entity imposing economic sanctions and trade embargoes (“Economic Sanctions Laws”) against designated countries (“Embargoed Countries”), entities and persons (collectively, “Embargoed Targets”). You represent and warrant that you are not an Embargoed Target or otherwise subject to any Economic Sanctions Laws. You agree to comply with all Economic Sanctions Laws. Without limiting the generality of the foregoing, you agree not to (a) directly or indirectly export, re-export, transship or otherwise deliver any products, services, technology or information of any portion thereof to an Embargoed Target or (b) broker or otherwise facilitate any transaction in violation of any Economic Sanctions Laws.

16. Right to Discontinue Services

We may, in our sole discretion and without liability to you or to any third party, with or without cause, with or without notice, suspend or discontinue, temporarily or permanently, the Website. We may retain your contact information after we discontinue the Website, in accordance with our regulatory, accounting, and legal compliance procedures, for as long as necessary to perform the activities described in these Terms and in our Privacy Policy. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR DISCONTINUING THE WEBSITE OR THE TERMINATION OF YOUR ACCESS TO THE WEBSITE. All provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, intellectual property provisions, warranty disclaimers, and limitations of liability.

17. Social Media

            The information on Borusan Venture’s social media sources (including, but not limited to, LinkedIn), and other social media sources are for informational purposes only. Nothing on or within these pages constitutes an offer to sell, or solicitation of an offer to buy, any security or product of Borusan Ventures. Borusan Ventures is not responsible for any content posted by third parties on these pages.

18. Miscellaneous

(a)        Reservation of Rights. We reserve all rights not expressly granted by these Terms.

(b)        Severability. If any term or provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, that term or provision will be deemed modified to the extent necessary to render such term or provision enforceable, and the terms and conditions hereunder will be construed and enforced accordingly, preserving to the fullest permissible extent the intent of these Terms.

(c)        Governing Law and Jurisdiction. This Agreement, and all claims and causes of action in connection with, arising under or relating to the subject matter of these terms and conditions, in the broadest possible way, including tort claims (the “Claims”), shall be governed by and construed in accordance with the laws of the State of Delaware without regard to its choice of law principles. To the extent applicable, the parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods. Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

(d)        Assignment; Waiver. You may not transfer, assign or delegate any of your rights, obligations or privileges hereunder; we may do so at any time. Any assignment of the foregoing other than as provided for in this section shall be null and void. We may transfer or assign any and all of its rights and obligations under these Terms to any other person, by any way, including by novation. No waiver of any provision or any right granted hereunder will be effective unless set forth in a written instrument signed by the waiving party. No waiver by either party of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default.

(f)        Complete Agreement. These Terms, including any references mentioned and incorporated herein, together with such changes as may be subsequently made by us, constitute the complete agreement between you and us, our subsidiaries, affiliated companies, licensors, and those third parties assisting in the operation of the App with respect to the subject matter of these Terms and supersedes all prior agreements and understandings, written or oral. These Terms may not be amended by the Users. These Terms supersede any previous quotations, correspondence, or other communications, written or oral, between you and us. In no event shall we be liable for any failure to comply with these Terms to the extent that such failure arises from factors outside of our reasonable control.

19. Privacy

For more information about our privacy practices, please see the Website’s privacy policy at https://borusanventures.com/privacy-statement/.

20. Questions about Our Terms of Use

If you have any questions or concerns regarding these Terms, you may contact us by e-mail at holdingkvkk@borusan.com.