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Founders Campaign Terms and Conditions

Last updated: 26 July 2026

1. Parties

1.1 The Takali Brewing Co. Founders’ Campaign (the “Campaign”) is operated by Butiru Limited, a company registered in Malta with registered address at 38, Sur Santa Barbara, Valletta, Malta (“Butiru”, “we”, “us”, “our”). Takali Brewing Co. is a trading name of Butiru Limited and has no separate legal personality.

1.2 By making a payment under any Founder tier described on takali.mt (each a “Tier”, together the “Tiers”), the person or entity making that payment (the “Founder”, “you”) agrees to be bound by these Terms and Conditions (the “Terms”).

1.3 These Terms apply in addition to, and take precedence over, any marketing copy, social media post, verbal statement, or other description of the Campaign on takali.mt or elsewhere. If there is any conflict between the Terms and any other communication, these Terms prevail.

2. Nature

2.1 The Campaign is a rewards-based pre-order and sponsorship scheme. In exchange for your payment, you receive a defined bundle of goods, experiences, and access rights (the “Rewards”) as described for your chosen Tier. That is the entirety of what you receive.

2.2 This is not equity crowdfunding, investment, or a financial product. By participating, you specifically acknowledge and agree that:

  • your payment does not constitute the purchase of shares, securities, bonds, debentures, convertible instruments, or any other equity or debt interest in Butiru Limited or any related entity;
  • you acquire no ownership stake, shareholding, membership interest, or voting right in Butiru Limited as a company, its board, or its management, and nothing in the Campaign or these Terms creates or implies any such right;
  • your payment does not entitle you to any share of profits, dividends, revenue, royalties, or any other financial return generated by Butiru Limited or the brewery;
  • your payment is not a loan, and no interest, repayment, or capital return of any kind is owed to you at any time;
  • Butiru Limited is not a financial services institution, investment firm, or collective investment scheme, is not licensed or authorised by the Malta Financial Services Authority (“MFSA”) or any other financial regulator, and does not hold itself out as such. Nothing in the Campaign is, or is intended to be, a regulated financial activity, an offer of securities to the public, or a collective investment scheme under the Companies Act (Cap. 386), the Investment Services Act (Cap. 370), or any other applicable Maltese or EU law;
  • the Campaign is not conducted through, and is not subject to the protections of, any licensed crowdfunding platform under the EU Crowdfunding Regulation (2020/1503) or any equivalent regime;
  • you are participating because you wish to support the establishment of the brewery and receive the associated Rewards — not because you expect a financial return, and you have not been led to believe otherwise by any statement made by or on behalf of Butiru Limited.

2.3 References on the site or elsewhere to being a “founder,” “Founder Number,” “own the story,” “sit at the table where decisions are made,” or similar language are used in a narrative, community, and marketing sense only. They describe your relationship to the brand’s origin story and the perks attached to your Tier. They do not describe, and must not be interpreted as describing, any legal, corporate, governance, or financial relationship with Butiru Limited.

2.4 If any part of this Section 2 is found to conflict with how a Tier is marketed elsewhere, this Section 2 governs, and you agree that you have relied on this Section 2 (and not on any contrary marketing impression) in deciding to participate.

3. Consultation

3.1 Certain Tiers (Grain Gang and above) include perks described as “exclusive voting rights on new recipes and ideas” or similar. These are consultative, non-binding engagement perks — a way for Founders to give feedback and preferences on future beers, events, and brewery decisions.

3.2 Butiru Limited retains sole and absolute discretion over all recipes, branding, products, pricing, operations, and business decisions of the brewery at all times. No vote, poll, survey, or feedback session conducted as part of a Founder perk binds Butiru Limited to any particular outcome, nor does it constitute a shareholder vote, board resolution, or any form of corporate decision-making.

4. Payment

4.1 All Tier prices are quoted in Euro (€) and are inclusive of any applicable Maltese VAT unless stated otherwise.

4.2 Payment is due in full at the time of backing a Tier, unless a specific payment plan is separately agreed in writing with Butiru Limited.

4.3 You are responsible for any bank charges, currency conversion costs, or transaction fees incurred in making your payment.

5. Delivery

5.1 Founders-only preview phase. Butiru Limited commits to opening the brewery to Founders, on a Founders-only preview basis, in Q3 2026. This is separate from, and ahead of, full construction completion of the taproom and visitor area (see 5.6) and the brewery’s full public opening.

5.2 First Tasting Event — guaranteed by 15 August 2026. Founders will be invited to taste Takali beers at the brewery starting no later than 15 August 2026 (the “First Tasting Event”). At the First Tasting Event, at least five (5) different beers across a range of styles will be available, comprising at minimum: one lager, one sour, two IPAs, and one pale ale.

5.3 Second tasting batch — from September 2026. From 1 September 2026, a second batch of at least five (5) further beers will be brewed and made available, on an exclusive basis, to Founders for first tasting ahead of any public release.

5.4 Ongoing Founders’ Events and discounts. Following the First Tasting Event, Founders will receive multiple further invitations to Founders’ Events at the brewery. At all Founders’ Events, Founders will receive discounts of up to 50% on beers and drinks purchased at the brewery. The exact discount applicable to a given beer, drink, or event will be communicated at the time.

5.5 Building the core range. Beers introduced at the First Tasting Event, the second batch described in 5.3, and any further tasting rounds will be put to Founders on an ongoing, consultative basis (see Section 3) as Butiru Limited works towards establishing a core range of beers for the brewery going forward. In parallel with and following the establishment of the core range, Butiru Limited will continue to brew speciality and seasonal beers.

5.6 Full public opening. Full completion of the taproom and visitor area, and the brewery’s full public opening (as distinct from the Founders-only preview phase in 5.1), remain dependent on construction, licensing (including any liquor licence, food handling permit, or planning-related approval), equipment installation, and testing, and may take longer than anticipated. Butiru Limited will keep Founders informed of expected timing via email and/or the website as this progresses.

5.7 Where matters are genuinely outside Butiru Limited’s control. The commitments in 5.1 to 5.3 are made on the basis of the brewery’s construction and licensing progress as at the date of these Terms. If a genuine force majeure event (e.g. natural disaster, government-imposed shutdown, or similarly extraordinary circumstance beyond Butiru Limited’s reasonable control) prevents a stated date from being met, Butiru Limited will notify Founders as soon as reasonably possible and use all reasonable efforts to hold the affected event as close to the stated date as possible. Ordinary construction delays, staffing issues, or supplier delays are not force majeure events and do not excuse the commitments in 5.1 to 5.3.

5.8 Where a Reward is capacity-limited (e.g. a Brew Day for “up to 4 people,” a beer launch party for “your entire group”) and demand or scheduling constraints require it, Butiru Limited may impose reasonable booking windows, minimum notice periods, or reasonable group-size and venue capacity limits, and will act reasonably and in good faith when doing so.

5.9 Some Rewards (e.g. Beer For Life’s twelve beers per year) are ongoing, long-term commitments tied to the continued trading of the brewery. Section 9 (Brewery discontinuation) governs what happens to such ongoing Rewards if the brewery ceases trading.

6. Recognition

6.1 Founder Numbers are allocated in the order that valid, completed payments are received, and are final once allocated. Butiru Limited does not guarantee any specific number, sequence, or availability for any Tier, and may close a Tier once its stated allocation limit (e.g. “Limited to 5,” “Limited to 10,” first 500 Founders) is reached.

6.2 Where a Tier includes having your name added to the Founders’ Wall, Founders webpage, and/or a numbered Founder Certificate, you consent to your name (or a name of your choosing, at Butiru’s reasonable discretion) being displayed for these purposes. You may request removal at any time by contacting beer@takali.mt, and Butiru Limited will action such requests within a reasonable time, subject to the practical limitations of physical/engraved displays (see 6.3).

6.3 Where a name is physically engraved, printed, or otherwise permanently affixed (e.g. on the Brewery Founder’s Wall), Butiru Limited will use reasonable efforts to accommodate a removal request but cannot guarantee physical alteration or removal of already-produced materials, and no refund is due solely on account of such a request.

6.4 The Brewery Passport is a physical item provided as part of the Rewards; lost or damaged Passports may be replaced at Butiru Limited’s discretion and may be subject to a reasonable replacement fee.

7. Referrals

7.1 Each Founder receives a unique referral code. Where a friend backs the Campaign using your code, you will earn the reward(s) set out below, subject to fair use. Butiru Limited reserves the right to void referral rewards obtained through fraudulent, abusive, or self-referral activity.

7.2 Standard referral reward. For each successful referral, the referring Founder is entitled to one (1) free pint, redeemable at one of the Founders’ Events. This reward must be redeemed by 31 December of the calendar year in which the referral was made; it does not carry over into a subsequent year and lapses if unredeemed by that date.

7.3 Top-tier referral bonus. Where the person referred backs one of the following tiers — Beer For Life, Head Brewer’s Table, or Brewmaster — the referring Founder is additionally entitled to:

  • one (1) fully guided tour of the brewery, hosted personally by the owner or the head brewer; and
  • one (1) bespoke craft beer tasting session, also hosted personally by the owner or the head brewer,

in each case in place of, and not in addition to, the standard free pint reward in 7.2 for that particular referral. The date and time of the tour and tasting session will be scheduled by mutual agreement between Butiru Limited and the referring Founder, subject to the availability of the owner or head brewer, and are subject to the same end-of-year redemption principle as 7.2 unless otherwise agreed in writing.

7.4 Where a single Founder makes multiple referrals, each qualifying referral earns its own reward under 7.2 or 7.3 as applicable; rewards are not combined, upgraded, or aggregated into a single larger reward.

7.5 Referral rewards are goodwill perks and, like all Rewards, do not constitute financial compensation, commission, or any right to ongoing payment.

8. Refunds

8.1 Each Tier has a limited allocation (e.g. “Limited to 5,” “Limited to 10”) and, on payment, the Founder is immediately allocated a specific, non-reusable Founder Number that is removed from that Tier’s available allocation. Because of this, backing a Tier is non-refundable, except as set out in 8.2 and 8.3 below or as required by applicable Maltese consumer protection law.

8.2 14-day cancellation window. A Founder who wishes to cancel and request a refund must notify Butiru Limited in writing (e.g. by email to beer@takali.mt) within fourteen (14) days of the date of purchase, provided that no part of the Rewards has yet been redeemed. Redemption includes, without limitation, attending any Founders’ Event, tasting, tour, brew day, or other experience, or receiving any physical item, discount, or other benefit under the Tier. Once any part of the Rewards has been redeemed, the Tier becomes non-refundable, regardless of whether the 14-day window has otherwise not yet expired. Provided the 14-day window has not expired and no Rewards have been redeemed, Butiru Limited will process a full refund and release the corresponding Founder Number back into that Tier’s available allocation. Requests received after this window, or after any redemption has occurred, will not be accepted, and the Tier will remain non-refundable, save as set out in 8.3 or as otherwise required by applicable Maltese consumer protection law.

8.3 If Butiru Limited is unable to deliver a material part of a Reward through no reasonable fault of its own within a reasonable extended period, Founders may raise this with Butiru Limited, and Butiru Limited will consider in good faith an appropriate remedy, which may include a substitute reward, partial credit, or (at Butiru’s discretion) a partial refund. This is not an automatic entitlement.

9. Discontinuation

9.1 While Butiru Limited fully intends to complete and operate the brewery as described, Founders acknowledge that, like any business, Butiru Limited’s ability to complete construction, achieve full public opening, and continue operating the brewery is subject to ordinary commercial, construction, licensing, and financial risk. This general risk acknowledgment does not diminish the specific commitments made in Section 5.1 to 5.3 (Founders-only preview phase, First Tasting Event, and second tasting batch), which stand on their own terms subject only to 5.7 (genuine force majeure).

9.2 If, despite reasonable efforts, Butiru Limited is unable to open the brewery, or ceases trading before fully delivering the Rewards owed to Founders, Butiru Limited’s liability to each Founder is limited as set out in Section 10 (Limitation of liability). Founders acknowledge that in this scenario they may not receive a full or any refund, and that their payment was made in support of a business venture inherently subject to this risk — precisely because it is not an investment with capital protection.

10. Liability

10.1 Nothing in these Terms excludes or limits Butiru Limited’s liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under Maltese law.

10.2 Subject to 10.1, Butiru Limited’s total liability to any Founder arising out of or in connection with the Campaign, whether in contract, tort, or otherwise, is limited to the amount actually paid by that Founder for their Tier.

10.3 Butiru Limited is not liable for any indirect, consequential, or special loss, including loss of anticipated savings, business, or opportunity.

11. Alcohol

11.1 Rewards involving alcohol (tastings, beers, brew days, bar discounts) are only available to persons who meet the legal minimum age for alcohol purchase and consumption in Malta at the relevant time. Butiru Limited reserves the right to request proof of age and to refuse service where this cannot be verified.

11.2 All alcohol-related Rewards are provided subject to Butiru Limited’s responsible service of alcohol policies, and Butiru Limited may limit quantities served at any event regardless of the number of “free beers” nominally attached to a Tier.

12. Safety

12.1 Rewards involving attendance at the brewery (tours, brew days, tasting events, Founders-Only Events) are subject to Butiru Limited’s health and safety rules in force at the time, including any rules relating to protective equipment, supervision, and areas of restricted access within a working brewery.

12.2 Founders and their guests attend brewery premises and events at their own risk, save for Butiru Limited’s obligations regarding death or personal injury caused by its negligence as set out in Section 10.1.

13. Ownership

13.1 Where a Tier includes the creation of a beer “designed and named by you and/or your team” (Brewmaster tier) or similar collaborative input into a recipe or name, Butiru Limited and the Founder will agree the specific arrangement in writing before brewing begins, including:

  • that Butiru Limited retains full ownership of the final recipe, formulation, and any resulting product, and the unrestricted right to brew, sell, rename, discontinue, or modify it at any time;
  • the extent (if any) to which the Founder’s chosen name or design may continue to be used, and whether this is exclusive or non-exclusive, and for how long;
  • that the Founder grants Butiru Limited a licence to use any name, design, or input they contribute in connection with the beer and the brewery’s marketing.

13.2 All Takali Brewing Co. branding, the Brewery Passport, Founder Certificates, and all other materials produced by Butiru Limited remain the intellectual property of Butiru Limited.

14. Tiers

Brewmaster and Head Brewer’s Table — process and scheduling

14.1 The Brewmaster tier and the Head Brewer’s Table tier are both bespoke, collaborative processes involving a planning stage, a Brew Day, and (for Brewmaster) a Beer Launch Party — not single, fixed-date events. For both tiers, Founders acknowledge and agree that:

  • planning and brewing a beer is a process that typically spans several months from initial planning discussions through to the beer being ready, reflecting the realities of recipe development, brewing, fermentation, conditioning, and (where applicable) packaging;
  • the specific dates and times for (i) the planning meeting(s), (ii) the Brew Day itself, (iii) the tasting lunch (Head Brewer’s Table) or Beer Launch Party (Brewmaster), will be determined by Butiru Limited in agreement with the Founder, taking into account the brewery’s production schedule, equipment availability, and operational capacity;
  • the Founder must commence the planning process (i.e. hold the initial planning meeting) no earlier than six (6) months and no later than twelve (12) months from the date they backed the relevant tier and became a Founder (the “Redemption Window”). Brewing, conditioning, and any subsequent event will follow the planning meeting in accordance with 14.1(a) and (b), and may fall after the end of the twelve-month Redemption Window as a result of the timeframes reasonably needed to plan and brew the beer, provided the planning meeting itself was held within the Redemption Window;
  • if the Founder does not engage with Butiru Limited to schedule the planning meeting within the Redemption Window, Butiru Limited will make reasonable efforts to contact the Founder to arrange this before treating the Redemption Window as lapsed. Where a Founder does not respond or engage within a reasonable further period after being contacted, Butiru Limited reserves the right to treat the Redemption Window as lapsed; any resulting entitlement to redeem the tier late, receive an alternative reward, or receive a refund is at Butiru Limited’s sole discretion.

Beer For Life

14.2 The following terms apply specifically to the Beer For Life tier, in addition to the general Terms elsewhere in this document:

  • Kegged beer only, pending bottling/canning capability. For as long as the brewery does not have a bottling or canning line and produces kegged beer only, the Founder’s annual entitlement under this tier is twenty-four (24) beers per year, served at the brewery taproom, in place of the twelve (12) boxed beers described on the website (i.e. double the quantity, to reflect that these must be consumed on-site rather than taken away as a box). Once the brewery has a functioning bottling and/or canning line, the entitlement reverts to twelve (12) beers per year, supplied as a box for pickup or delivery as described in 14.2(b).
  • Scheduling of the annual box. Once boxed beer becomes available, the date on which each year’s box of 12 beers is collected from the brewery and/or delivered to the Founder must be agreed and scheduled in advance with Butiru Limited; it is not available on demand at any date of the Founder’s choosing.
  • Duration and geographic scope. “For life” means for the lifetime of the individual Founder who originally backed this tier. This entitlement is personal to that Founder and ends on their death; it does not pass to a spouse, family member, or estate as an ongoing entitlement (see also 16.2 on non-transferability). If the Founder relocates outside Malta, the Founder has no right to delivery outside Malta; the entitlement continues but delivery/collection remains limited to Malta, and it is the Founder’s responsibility to arrange collection (e.g. via a nominated third party) within Malta if they are personally unable to attend.
  • Non-opening of the brewery. If the brewery has not opened and has not begun delivering Rewards under this tier by 31 December 2027, the Founder is entitled to a full refund of the amount paid for the Beer For Life tier, and Butiru Limited has no right to retain those funds. This is a specific carve-out from the general position in Section 9 and takes precedence over Section 9 for this tier only.
  • Sale, insolvency, or change of ownership after 2027. If the brewery is sold, transferred, or becomes insolvent after the brewery has opened and begun delivering Rewards under this tier (i.e. after the point described in 14.2(d) has been satisfied), Butiru Limited will use reasonable endeavours to ensure that any purchaser, administrator, or successor operator honours the Beer For Life entitlements of existing Founders. However, this is not guaranteed, and the Founder acknowledges that the continuation of this ongoing entitlement in the hands of a future owner, administrator, or liquidator is a risk assumed by the Founder at the time of backing this tier, consistent with Section 2 (this is not an investment with guaranteed capital protection or performance).

15. Privacy

15.1 Butiru Limited processes Founders’ personal data in accordance with the General Data Protection Regulation (EU) 2016/679 and applicable Maltese data protection law, as further described in our Privacy Policy, available on takali.mt. This includes data collected for order fulfilment, the Founders webpage/Wall, referral tracking, and email updates (via Klaviyo).

15.2 Consent to appear on the Founders webpage or Wall (see 6.2) is separate from, and does not override, your data protection rights, including your right to object or request erasure, subject to Section 6.3.

16. General

16.1 Entire agreement. These Terms, together with the Privacy Policy, constitute the entire agreement between you and Butiru Limited regarding the Campaign, superseding any prior representations not expressly repeated here.

16.2 Assignment. Rewards are personal to the Founder who purchased the Tier and may not be transferred or resold to a third party without Butiru Limited’s prior written consent, except where a Tier expressly contemplates guests (e.g. “your entire group of friends, family, colleagues”).

16.3 Changes to Rewards. Butiru Limited may make reasonable changes to the specific format, scheduling, or delivery of a Reward (without reducing its overall value) where necessary for operational, legal, licensing, or safety reasons, and will notify affected Founders where practicable.

16.4 Severability. If any provision of these Terms is found invalid or unenforceable, the remaining provisions continue in full force.

16.5 Governing law and jurisdiction. These Terms are governed by the laws of Malta, and the Maltese courts have exclusive jurisdiction over any dispute arising from them, without prejudice to any mandatory consumer protection rights you may have in your country of residence.

16.6 Contact. Questions about these Terms can be sent to beer@takali.mt.

By backing a Tier, you confirm that:

You accept these points when you tick the acceptance box at checkout.

  • I have read and accept these Terms and Conditions in full.
  • I understand this is a rewards-based campaign for goods, experiences, and access — not an investment, and not the purchase of shares, equity, debt, or any financial instrument in Butiru Limited.
  • I understand Butiru Limited is not a financial services institution and this Campaign is not regulated by the MFSA or any financial regulator.
  • I understand that “voting rights” and similar perks are consultative only and do not confer any corporate or governance rights.
  • I understand that Butiru Limited has committed to specific Founders-only preview dates (First Tasting Event by 15 August 2026, second tasting batch from 1 September 2026), while the brewery’s full public opening and taproom completion remain estimates, not guarantees.