Startup Program - Materials
Terms & Conditions

Effective Date: February 1, 2026

1. Agreement & Scope

These Materials Innovation Startup Program Terms & Conditions ("Program Terms") govern participation in the Tengiva Materials Innovation Startup Program ("Program"). By accepting into the Program, Participant agrees to these Program Terms and Tengiva's Supplier Terms of Service available at https://www.tengiva.com/terms-of-service/suppliers ("Supplier Terms").

In case of conflict between Program Terms and Supplier Terms, Program Terms shall prevail solely with respect to Program-specific benefits and obligations.

2. Eligibility

Participant must meet and maintain throughout the 12-month Program:

• Company founded less than 5 years from application date

• Annual revenue under $2,000,000 USD

• Material available for commercialization (not lab concept only)

• Minimum production capacity of 50 meters per production lot

• At least one production partner or customer using the material

• Active business operations

Tengiva may verify eligibility at any time. Misrepresentation of eligibility results in immediate termination and forfeiture of all benefits.

3. Program Benefits

3.1 Platform SKUs

• Quantity: Fifty (50) SKU allocations on Source Textiles global community

• Use: Digitalization and activation of product listings

• Duration: Active throughout 12-month Program and continuing thereafter subject to Supplier Terms

• Non-transferable: SKU allocations are for Participant's use only

3.2 Expert Coaching Sessions

• Quantity: Six (6) 60-minute sessions during 12-month Program

• Access: Source Textiles community expert network, including Tengiva co-founders

• Cancellation: Requires 48 hours notice; late cancellations forfeit session

• Scheduling: Subject to expert availability

• Expiration: Unused sessions forfeit at Program end

3.3 Network Access

• Introductions: Facilitated connections to production partners and potential clients

• Accompaniment: Community lead participation in strategic meetings (subject to availability and fit)

• No Guarantee: Tengiva makes no guarantee regarding outcomes of introductions or partnerships

3.4 Additional Benefits

Priority onboarding and digitalization support, innovation spotlight features, educational resources, marketing support, and Summit Demo Day eligibility provided "as is" without guarantee. Tengiva may modify or discontinue any benefit with reasonable notice.

3.5 Platform Access

All transactions and platform use governed by Tengiva's Supplier Terms (https://www.tengiva.com/supplier-terms-of-service).

4. Participant Obligations

4.1 Accurate Information

Participant warrants all application information is true, accurate, and complete.

4.2 Good Faith Use

Participant agrees to:

• Use SKU allocations for legitimate business purposes only

• Provide accurate material specifications and product information

• Attend scheduled expert sessions or provide 48 hours notice

• Comply with Tengiva's Supplier Terms and all applicable laws

• Maintain professional conduct with potential partners, clients, and Tengiva team

• Accurately represent material properties, testing, and certifications

4.3 Material Quality & Safety

Participant is solely responsible for:

• Material safety and compliance with applicable regulations

• Accuracy of material specifications and claims

• Appropriate testing and certifications for intended applications

• Quality control and consistency of production

4.4 Account Security

Participant responsible for account security. Account access is non-transferable.

5. Intellectual Property & Marketing

5.1 Participant IP

Participant retains all rights to their material innovations, formulations, processes, and business materials.

5.2 Marketing Consent

If Participant opts in during application, Tengiva may feature Participant's company name, material innovation, and success stories in promotional materials, including innovation spotlights. Consent revocable anytime by written notice to startupmaterials@tengiva.com.

5.3 Platform Content

Material specifications, photos, and descriptions uploaded to platform are subject to Supplier Terms regarding content licensing.

6. Warranties & Disclaimers

6.1 Program Benefits "As Is"

All Program benefits provided "AS IS" without warranties of any kind. Tengiva makes no guarantee regarding:

• Business success or revenue generation

• Formation of partnerships or customer relationships

• Platform traffic or engagement

• Expert session outcomes

• Network introduction results

6.2 Platform Transactions

Participant acknowledges:

• Platform facilitates connections; Participant responsible for all business relationships

• Buyers and production partners are independent third parties

• Tengiva not responsible for performance of buyers or partners

• All platform transactions governed by Tengiva's Supplier Terms

6.3 Material Performance

Tengiva makes no representations regarding:

• Material performance or suitability for any purpose

• Accuracy of Participant's material claims

• Testing, certification, or regulatory compliance

• Market acceptance or commercial viability

7. Limitation of Liability

Maximum Liability: Tengiva's total liability under Program Terms shall not exceed $500 USD.

Excluded Damages: Tengiva not liable for indirect, consequential, incidental, or punitive damages, lost profits, lost revenue, business interruption, or failure to form partnerships.

Incorporated Limitations: All liability limitations in Tengiva's Supplier Terms (Section 12) apply to Program participation.

8. Indemnification

Participant agrees to indemnify and hold harmless Tengiva from any claims arising from:

• Material safety issues or defects

• Inaccurate material specifications or claims

• Violation of third-party intellectual property rights

• Non-compliance with applicable laws or regulations

• Material performance issues or failures

9. Termination

9.1 By Tengiva

Tengiva may terminate participation immediately for:

• Breach of Program Terms or Tengiva's Supplier Terms

• Fraudulent activity or material misrepresentation

• Material safety concerns or regulatory violations

• Loss of eligibility

• Business closure or bankruptcy

9.2 By Participant

Participant may withdraw anytime by written notice. All unused benefits immediately forfeit.

9.3 Effect of Termination

• Unused expert sessions forfeit immediately

• Platform access continues per Tengiva's Supplier Terms

• Participant remains liable for completed transactions

• Confidentiality obligations survive

• SKU listings may continue subject to Supplier Terms

10. General Provisions

10.1 Program Duration

12 months from the acceptance date unless terminated earlier.

10.2 Modifications

Tengiva may modify Program Terms with 30 days notice. Continued participation constitutes acceptance.

10.3 Entire Agreement

Program Terms together with Tengiva's Supplier Terms constitute entire agreement regarding Program participation.

10.4 Governing Law

Governed by laws of Province of Quebec, Canada, per Tengiva's Supplier Terms Section 14.2.

10.5 Dispute Resolution

Disputes subject to exclusive jurisdiction of Province of Quebec per Tengiva's Supplier Terms Section 14.3.

10.6 Severability

Invalid provisions don't affect remaining terms.

10.7 No Assignment

Participant may not assign rights without Tengiva's written consent.

11. Acceptance

By checking the box during application, Participant acknowledges:

• Reading and understanding these Program Terms and Tengiva's Supplier Terms

• Agreeing to be bound by both agreements

• Having authority to bind their company

• Understanding benefits are discretionary and may be modified

• Responsibility for material safety, quality, and regulatory compliance

• Accuracy of all material specifications and claims provided

Questions: startupmaterials@tengiva.com