Effective Date: March 28, 2026

Terms of Use and Disclaimer

The content on this website is provided for general informational purposes only and is not intended as legal, investment, or other professional advice. While Padel & Co. strives to ensure the accuracy of the information, no warranty, express or implied, is made regarding its completeness, reliability, or suitability. Users access and use this website at their own risk. Padel & Co. is not responsible for any loss or damage arising from the use of this website, including reliance on its content or linked third-party sites.

Securities Disclosure

This website and the information contained herein are provided solely for informational purposes in connection with a proposed private placement of securities of Padel & Co (the “Company”).

Nothing on this website constitutes an offer to sell or a solicitation of an offer to buy securities. Any sale of securities will be made only pursuant to definitive subscription agreements and in reliance on exemptions from prospectus requirements under applicable Canadian and/or United States securities laws, including National Instrument 45-106 – Prospectus Exemptions.

The securities described herein have not been, and will not be, qualified by a prospectus. No securities regulatory authority has reviewed or expressed an opinion on the merits of these securities, and any representation to the contrary is an offence.

All securities offerings are conducted through EMD Financial Inc., a registered exempt market dealer in applicable jurisdictions.

Risk Factors

An investment in the Company involves significant risks and is suitable only for investors who can bear the loss of their entire investment. Prospective investors should carefully consider, among other things:

  • Liquidity Risk – Securities are subject to resale restrictions and may be illiquid. 

  • Business Risk – Exposure to competition, economic conditions, regulatory changes, and execution risk. 

  • Financial Risk – Limited operating history and potential need for additional financing. 

  • Management Risk – Dependence on the experience and performance of management. 

  • Forward-Looking Risk – Projections and forecasts may not be achieved and may differ materially from actual results. 

Forward-Looking Statements

This website (the “Website”) of Padel & Co. (the “Company”), dated October 2025, contains forward-looking statements under applicable securities laws. Such statements relate to the Company’s business strategy, financial performance, market opportunities, anticipated industry trends, competitive position, and expected use of proceeds. They are based on current assumptions and involve risks and uncertainties beyond the Company’s control. Actual results may differ materially. These statements speak only as of the date of this Website, and the Company does not undertake any obligation to update them except as required by law.

The information herein is summary in nature, not intended as investment advice, and does not address the investment objectives, financial situation, or needs of any individual investor. It is derived from Company management and publicly available sources believed to be reliable but has not been independently verified. No representation or warranty, express or implied, is made regarding its accuracy or completeness, and no liability is accepted for any errors or omissions.

Market, industry, and economic data included are obtained from publicly available or third-party sources. While believed to be reliable, their accuracy and completeness are not guaranteed, and the Company has not independently verified such data or the assumptions underlying it.

This Website does not constitute an offer to sell or a solicitation to buy securities and should not be relied upon as legal, financial, or tax advice. The Company’s securities have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States except under an available exemption. Information regarding the Company’s operations has been prepared in accordance with Canadian standards and may not be directly comparable to U.S. companies.

Any indication that a user meets accredited investor criteria through this Website is preliminary only and does not constitute confirmation of status. All determinations of investor eligibility and suitability will be made solely by the Company’s registered exempt market dealer in accordance with applicable securities laws.

No Reliance / No Advice

The information on this website is provided in summary form, is not complete, and is not intended to be relied upon as legal, financial, tax, or investment advice.

No representation or warranty, express or implied, is made as to the accuracy, completeness, or reliability of the information. The Company does not undertake to update or revise any information.

Resale Restrictions

Securities offered under prospectus exemptions are subject to resale restrictions under applicable securities laws and may not be freely tradable. Investors should consult their own professional advisors.

Financial Projections Disclaimer

Any financial projections or forecasts are provided for illustrative purposes only and are based on assumptions that may not materialize. No assurance is given that such projections will be achieved.

Accredited Investor Categories (For Information Purposes Only)

Certain investment opportunities referenced on this website are available only to persons who qualify as “accredited investors” under applicable Canadian securities laws, including National Instrument 45-106 – Prospectus Exemptions.

For general informational purposes, an accredited investor may include:

  • Individuals with Financial Assets: Individuals who, alone or with a spouse, beneficially own financial assets (such as cash and securities), excluding their primary residence, with an aggregate realizable value exceeding $1,000,000 before taxes, net of related liabilities. 

  • Individuals with Income: Individuals who have earned net income before taxes exceeding $200,000 in each of the two most recent calendar years (or $300,000 combined with a spouse), and who reasonably expect to exceed that level in the current year. 

  • Individuals with Net Assets: Individuals who, alone or with a spouse, have net assets of at least $5,000,000. 

  • Entities: Corporations, partnerships, trusts, or other entities with net assets of at least $5,000,000, as reflected in their most recent financial statements. 

  • Other Qualified Persons or Entities: Persons or entities that otherwise qualify as accredited investors under applicable securities laws.

Important Notice (Investor Qualification)

Any information provided by users regarding their financial status is for preliminary informational purposes only. The Company does not determine investor eligibility.

All determinations of accredited investor status and suitability will be made solely by EMD Financial Inc., a registered exempt market dealer, in accordance with applicable securities laws. 

No investment opportunity will be made available unless and until such determination has been completed and all required documentation has been satisfied.

Franchise Disclosure – Canada & United States

This website does not constitute a franchise offering or disclosure document.

Franchise offerings, if any, will be made only in compliance with applicable Canadian provincial franchise laws and United States federal and state laws, including delivery of a Franchise Disclosure Document (FDD) within required timeframes.

Franchise Disclosure – Canada

Franchise sales in Canada are governed primarily by provincial franchise legislation in those provinces that have enacted such laws. Currently, British Columbia, Alberta, Manitoba, New Brunswick, Ontario, and Prince Edward Island each have franchise statutes requiring franchisors to provide a disclosure document to prospective franchisees. 

  • In these provinces, a franchisor must provide a Franchise Disclosure Document (FDD) to a prospective franchisee at least 14 days before the earlier of (i) signing any franchise or related agreement, or (ii) requiring the prospective franchisee to pay any consideration.  

  • This Website does not constitute a franchise offer, disclosure document, or compliance with Canadian provincial franchise disclosure laws. 

  • No franchise will be granted except in compliance with applicable legislation in any province where a franchise is offered. 

Prospective franchisees should obtain independent legal and financial advice before entering into any franchise agreement.

Franchise Disclosure – United States

In the U.S., franchise sales are regulated by the Federal Trade Commission (FTC) Franchise Rule and applicable state laws.

  • Before the sale of any franchise, the Company will provide a Franchise Disclosure Document (FDD) that complies with federal and state disclosure requirements.

  • No franchise will be sold until the required FDD has been delivered and all applicable waiting periods have been observed. 

  • This Website does not constitute a franchise offer or solicitation in any jurisdiction where registration or disclosure is required unless the Company is duly registered or exempt in that jurisdiction. 

Use of Website & Third-Party Links

Information is provided for general informational purposes only and may be modified or removed at any time without notice.

This website may contain links to third-party websites. The Company does not control or endorse such sites and is not responsible for their content or practices.

Electronic Communications & Marketing Consent

By providing your contact information, you expressly consent to receiving communications from the Company by email, phone, and text message, including marketing, promotional, investor-related, and informational communications.

This consent applies regardless of whether you qualify as an investor and is not a condition of any investment.

You may withdraw your consent at any time by using the unsubscribe mechanism included in our communications or by contacting us directly.

Personal Information, Third-Party Processing & Data Security

We collect personal information that you voluntarily provide through this website and through third-party platforms, including Facebook and Instagram.

Personal information is collected, transmitted, stored, and processed by third-party service providers engaged by the Company, including marketing platforms (such as NP Digital), customer relationship systems, hosting providers, and e-commerce platforms such as Shopify.

In many cases, we do not store personal information on our own independent systems and instead rely on these third-party providers to host and safeguard such information on our behalf.

While we take reasonable steps to engage reputable providers, their systems are not under our direct control and we cannot guarantee absolute security.

By submitting your personal information, you acknowledge and expressly consent to:

  • the collection, use, storage, and processing of your information by such third-party service providers;

  • the transfer of your information to jurisdictions outside of Canada, including the United States and other locations where such providers operate; and 

  • our reliance on such third-party providers for data storage, processing, and security. 

We do not sell personal information. We may share personal information with:

  • our registered exempt market dealer, EMD Financial Inc., for investor qualification and suitability assessment;

  • third-party service providers engaged to support our operations;

  • payment processors for the purpose of completing transactions; and 

  • authorities where required by applicable law.

E-Commerce, Payments & Financial Information

Where you purchase merchandise or services through this website or a linked platform, including through Shopify, payment transactions are processed by third-party payment processors.

The Company does not collect, store, or have access to full credit card numbers or sensitive payment credentials. All such financial information is collected and processed directly by third-party payment providers in accordance with their own security standards and privacy policies.

We do not control and are not responsible for the data handling practices or security of such third-party payment processors. Users should review the applicable privacy policies and terms of service of those providers before completing transactions.

Cookies & Tracking

This website uses cookies and similar technologies to enhance user experience and analyze traffic. By using this website, you consent to such use. You may disable cookies in your browser, but some features may not function properly.

Third-Party Links

Links to third-party websites are provided for convenience only. The Company does not control or endorse third-party sites and assumes no responsibility for their content or policies.

No Solicitation

Material on this website is provided for informational purposes only and does not constitute an offer to sell or a solicitation to purchase any securities in any jurisdiction. Padel & Co. assumes no duty of disclosure beyond that required by applicable securities laws. Access to investment opportunities may be subject to additional eligibility requirements and compliance with provincial or federal securities regulations, and any offering will only be made pursuant to applicable legal requirements in the relevant jurisdiction.

Electronic Communications & Marketing Consent

By providing your contact information, you expressly consent to receiving communications from the Company, including by email, telephone, and text message, for marketing, informational, investor-related, and promotional purposes.

This consent applies whether or not you qualify as an investor and is not a condition of any investment.

In compliance with Canada’s Anti-Spam Legislation (CASL), you may withdraw your consent at any time by using the unsubscribe mechanism included in our communications or by contacting us directly.

Limitation of Liability (Revised)

To the fullest extent permitted by applicable law, the Company and its affiliates, directors, officers, employees, and agents shall not be liable for any direct, indirect, incidental, consequential, or special damages arising from:

  • use of or reliance on this website or its content;

  • errors, omissions, or inaccuracies in the information provided;

  • unauthorized access to or alteration of user data;

  • failures or vulnerabilities of third-party systems, platforms, or service providers; or 

  • any transactions conducted through third-party platforms, including e-commerce or payment processors.

Children

This website is not intended for individuals under the age of 18. If a minor has provided personal data, a parent or guardian may request its deletion.

Governing Law

These terms are governed by the laws of the Province of British Columbia and applicable federal laws of Canada.

Third-Party Platforms & Advertising

This website and our marketing activities may involve third-party platforms, including Facebookand Instagram, which may independently collect, use, and process personal information in accordance with their own terms and privacy policies.

We do not control these platforms and are not responsible for their data practices.

Agreement

By accessing this website, you acknowledge and agree to these terms.

Contact

Padel & Co
Email: info@padelco.ca