1.1 Welcome to the RasMal platform. These terms of use (the “Terms”) constitute a binding agreement between RasMal for Communication and Information Technology Company, its affiliates, and subsidiaries (“RasMal” or “We”), and you, whether a person, Company or any legal entity seeking the use of our Services for any purpose or reason (the “User” or “You”).

1.2 These Terms govern your access and use of the RasMal platform, websites, sub-domains, and its related tasks, tools, memberships, and services provided therein (the “Services”).

1.3 RasMal platform is an ecosystem that offers its members the opportunity to obtain electronic business and management support (the “Platform”). The Services include, but are not limited to:

(a) Providing Users with a personal account upon subscription which shall include generating cap tables, managing capital and shareholding information, supervising information related to Your financial information, business plan, and module, managing employee share option plan, and overseeing valuations pursuant to the information provided by the User;

(b) Providing financial analysis, such as offering a cash-burn and runway analysis, loan calculations, and cashflow projections to the Users based on the data and information provided by the User;

(c) Providing a simulation which allows Users to experiment with their investment options with respect to the predicted valuation and the allocation of shares, based on the data and information provided by the User and generating scenario outcomes of investment rounds and exits;

(d) Providing tools with respect to managing minutes of meetings and e-voting mechanism; and

(e) Providing a virtual data room (“VDR”) for (i) secure file storage and data management; and (ii) secure file sharing and collaboration between the Users in a safe and secure environment.

2.1 Your consent is required to use the RasMal Platform, by selecting “I AGREE” to these Terms and RasMal’s Privacy Policy (the “Privacy Policy”), in which You shall be legally bound by these Terms and Privacy Policy.

2.2 RasMal reserves the right, at its sole discretion, to change, modify, add, or remove any part of these Terms, at any time. In the event of any change on our Terms or Privacy Policy, We will notify You and You agree that no further approval will be required from your end to the updated Terms and Privacy Policy.

3.1 That You will use a valid email address registered to You.

3.2 That You are the sole authorized user of your membership account and will not impersonate any person or entity, or otherwise mislead as to the origin of the content You share with RasMal when You register or use the Platform.

3.3 That You are (i) over the age of eighteen (18) and have the power, authority, and legal capacity to enter into and perform the obligations under these Terms, and (ii) undertake that all information provided by You to RasMal through its Platform are complete and accurate.

3.4 That any communications between RasMal and You will be sent and received electronically. You agree that all agreements, notices, disclosures, and other communications exchanged between You and RasMal electronically, shall satisfy the legal requirements that such communications be in writing.

3.5 To act fairly and lawfully and may not misuse any of the Services provided.

3.6 To not send unsolicited or inappropriate messages on the Platform or through the minutes of meetings as uploaded by You on the Platform.

3.7 To not acquire any ownership rights by downloading, copying, or printing the copyrighted material, or by using RasMal Platform.

3.8 To be responsible for maintaining the confidentiality of, and restricting access to and use of, your account and password, and accept responsibility for all activities that occur under your account and password.

3.9 To immediately notify RasMal of any unauthorized use of your password or account or any other breach of security and to immediately reset your password.

3.10 To be responsible of all your representatives, employees, officers, and agents’ acts or omission.

3.11 In no event will RasMal be liable for any direct, indirect, or consequential loss or loss of profits, goodwill, or damage whatsoever resulting from the disclosure of your username and/or password, or for any harm incurred by You, your agents, officer, employees, or representatives in relation to the Services.

3.12 You agree to indemnify and compensate RasMal for any improper, unauthorized, or illegal use of your account by You or by any person obtaining access to the Platform, Services, or otherwise by using your designated username and password, whether You authorized such access or not.

3.13 You will provide true, accurate, current, not misleading, updated, and complete information about yourself as prompted by RasMal’s registration form including but not limited to, address, name, date of birth, and email address (the “Registration Data”).

3.14 In no event will RasMal be responsible for the confirmation and verification of the accuracy of the information and Registration Data You have provided. You agree to indemnify RasMal and hold harmless RasMal from any claims, damages or losses resulting from any inaccurate information provided by You.

3.15 You agree to take utmost care, safety measure, and security precautions when using or offering the Services.

3.16 If You provide any information that is untrue, inaccurate, not current, misleading, or incomplete, or if RasMal has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, or not in accordance with these Terms, without prejudice to any other rights and remedies of RasMal under these Terms or at law, RasMal has the right to immediately suspend, limit, or withdraw your membership and your access to the Platform.

3.17 RasMal may (in its sole discretion and at any time), make any inquiries it considers necessary (whether directly or through a party), and request that You provide RasMal with further information or documentation, including without limitation to verify your identity. Without limiting the foregoing, if You are a business entity or registered on behalf of a business entity, such information or documentation may include your commercial registration, trade license, other incorporation documents, and/or documentation showing any person’s authority to act on your behalf.

3.18 You agree to provide and update any information and/or documentation to RasMal upon such requests including but not limited to, permits and governmental documents, and to keep your profile information updated in the Platform. You acknowledge and agree that if You do not provide the requested information or your information was outdated or incorrect, RasMal, without any liability may limit, suspend, or withdraw your membership and your access to the Platform.

3.19 You will not use the term RasMal or any derivatives or such terms as part of your screenname or username except as stated in these Terms and in all cases after obtaining the written approval of RasMal.

4.1 As a User You will become a member and gain access to the Services offered on the Platform upon subscription and payment of subscription fee, where applicable.

4.2 Once the User becomes a member, the User will gain access to the dashboard which allows the User to navigate through and select the desired Service.

4.3 Once the User selects the desired Service, RasMal will generate the necessary calculations pursuant to the input as provided by the User. The User will be able to correct any wrong information uploaded for new calculations to be applied. RasMal excludes any and all liability related to generating incorrect calculations due to the User’s wrong input or any other reason. You understand that the information generated and calculated by RasMal may not be fully accurate.

4.4 As a User of RasMal platform, You acknowledge that the information, results, and calculations generated by RasMal may not be accurate due to the rounding that may occur on the calculations and/or any other reason. As such, each User should conduct any further assessments and calculations such User deems necessary to confirm the information and results for the purpose of reaching the necessary level of comfort desired by said User.

4.5 Users understand that RasMal does not provide financial advisory and recommendation. RasMal will only produce the necessary cap table, financial analysis, and calculations in line with the User’s uploaded information.

4.6 Each User understands that they are not considered as RasMal’s officers, agents, employees, or representatives, and RasMal is not responsible for any acts or omissions conducted by any of the Users.

4.7 The User acknowledges that; (i) the User has a valid ID and/or commercial license (as applicable) and any and all necessary licenses, certificates, and documentations to enter into and perform the obligations under these Terms, and (ii) all information provided by the User to RasMal through its Platform is complete accurate.

4.8 If the User is an individual or having a sub-account, such User agrees to be in line with these Terms and provision 2.1 hereof.

4.9 As a User You represent and warrant to RasMal, its affiliates, and subsidiaries that You have the legal capacity to enter into the Platform and use the Services, and that You are not in violation of any applicable laws by entering into the Platform and using the Services.

4.10 While RasMal practices the highest standards in protecting the information of its Users and as per the Privacy Policy; the User undertakes to treat any and all information relating to any other User on the Platform as confidential and adhere to the data protection regulations. The User is solely responsible for any breach in this respect.

5.1 When a User registers and becomes a member of the Platform, the User will gain access to the Services for a 12-month period commencing from the date of registration (the “Membership Period”).

5.2 During the Membership Period, Users will be able to select a Service from the available options on the Platform and must provide accurate information as required to generate the Service. Once all the information is properly provided, the User’s input will be assessed and analyzed by our Platform in order to produce the financial predictions, cap tables, and analysis. RasMal is not responsible for any discrepancies in the calculations generated that are as a result of the User’s incorrect input or any other reason.

5.3 The User may cancel the membership at no additional cost. Such cancellation, however, will not result in any refund of the service fees set forth in provision 6 hereof.

5.4 The cancellation of the membership will be deemed effective as of the end of the Membership Period, and the User will retain his membership account and use of the Platform and Services during his ongoing Membership Period.

5.5 RasMal will have the right, in its sole discretion, with no liability towards You or any third party, to terminate your account or your access to the Platform or Services for any of the following reasons without limitation: (i) if You are, in RasMal’s reasonable opinion, in breach of any part of these Terms or impairing the ability of other Users to access or use the Service, (ii) if You are, in RasMal’s reasonable opinion, in violation of any state, local, or foreign laws, rules, or regulations or in violation of the rights of any User or any third party; or (iii) the invalidity of your credit card, exceeding your credit card limit or “chargeback” of a fee or other payment.

5.6 Effect of Termination. If your membership account is terminated, RasMal may, in its sole discretion, delete any files, documentations, graphics, data, or other content or materials relating to your use of the Platform or Services on servers owned or operated by RasMal or otherwise in its possession, and RasMal will have no liability towards You or any third party for doing so. Following termination. You will not be permitted to use the Platform or the Services. If your account or your access to the Platform or Services is terminated, RasMal reserves the right to exercise whatever means it deems necessary to prevent unauthorized access to the Platform or the Services, including, but not limited to, technological barriers, IP mapping, and direct contact with your Internet Service Provider (ISP). If your membership account is terminated, You must immediately pay RasMal any fees owed to it, regardless of whether You have the right to access or use the Platform or the Services.

6.1 The Platform offers temporary memberships for external user assessment, evaluation, or information sharing (“Temporary Users”). This category of Temporary Users is granted temporary subscriptions for the purpose of obtaining limited access to view information that is shared by the other Users.

6.2 Temporary Users will need to register their username and password in order to have access to these Terms. Upon which, each User shall accept the Terms in order to enjoy the rights associated with its temporary membership.

6.3 Temporary Users will be able to view, or view and download, the shared information depending on the access rights granted to them by the relevant User.

6.4 Temporary Users will be granted a period of time to view and access the documents. Such period will be allocated and decided upon by the User sharing his/her information.

6.5 Users sharing information with Temporary Users will solely be responsible for setting the level of access required and will be solely liable for the use and share of such information.

6.6 Users sharing information to Temporary Users will indemnify and hold RasMal harmless from any damages or losses incurred by any third party as a result of sharing such information.

7.1 The fees for obtaining the membership to access the Platform and use the Services is an annual fee which differs based on the subscription bundle chosen by the User. The User may change or upgrade his subscription bundle during the duration of the Membership Period subject to additional payment. The fees related to each subscription bundle are as follows (each a “Service Fee”):

(a) SAR 0/month for the Launch plan;

(b) SAR 299/month for the Startup plan; and

(c) Contact us on info@rasmal.io for the Portfolio plan1 .

7.2 The Service Fee is non-refundable.

7.3 Unless notified 30-days prior to the following Membership Period, RasMal will automatically renew the membership and charge the Service Fee for the following Membership Period.

7.4 If You wish to cancel or You do not wish to renew your membership, You must notify RasMal in no less than 30-days prior to the end of the ongoing Membership Period. You understand and agree that RasMal will automatically continue and renew the membership 30-days before the end of the Membership Period, and You authorize RasMal (without notice to You, unless required by applicable laws) to charge and collect the Service Fee for the following Membership Period.

8.1 The payment for the Services will be completed online through a third-party payment method which RasMal, in its sole discretion, will make available on its platform. RasMal will settle the payments upon the User’s subscription and prior to the User’s ability to utilize the platform.

8.2 Payment processing are provided by via a third-party service provider approved by RasMal where payment processing or bank charges might be applied as defined in the plan selected by You.

8.3 As a User of the RasMal platform, you hereby accept to comply with such service provider terms and conditions, (the 'Payment Terms'), which may be modified from time to time.

8.4 You further agree to provide accurate and complete information and authorize RasMal to share it and transaction information with the third-party payments services providers for the purposes of facilitating the payment processing. RasMal reserves the right to switch payment processing vendors or use alternate or backup vendors in its discretion.

8.5 Payment may be done through credit card authorization upon addition of a new payment method, RasMal or its third-party service providers may seek authorization of your selected payment method to verify the payment method, ensure costs and chargers, and protect against unauthorized behavior. RasMal is not liable for any credit card fraud that may result due to the User’s use of third-party payment method.

8.6 Once payment is made, a proof of payment will appear on the screen as a confirmation receipt, which can be accessed and retrieved from your account; we may email you a copy of that for your records.

8.7 You hereby agree that all payments made through RasMal for the use of its platform will be recorded on a payment getaway account fully controlled by RasMal.

9.1 RasMal does not offer a refund policy. Where the User decides to terminate its subscription into the RasMal platform, the User shall choose the option to terminate at least 30 days prior to the end of his Membership Period.

9.2 In the event of termination, the Users will be able to utilize their accounts until the last day of their Membership Period. For the avoidance of doubt, during the termination notice until the end of the Membership Period, RasMal is not responsible for reimbursing the Users any amount related to their inactivity.

9.3 RasMal is not responsible for the conduct, whether online or offline, of any of the payment service providers of the RasMal platform. Payment service providers are solely responsible for their interactions with the Users. By using the RasMal platform, Users agree to accept such risks and agree that RasMal is not responsible for the acts or omissions of the payment service providers.

10.1 All content included on RasMal platforms, including but not limited to text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, or software is the property and copyright work of either RasMal, its content suppliers, or its licensors and is protected by copyright, trademarks, patents, or other intellectual property rights and laws.

10.2 The compilation of the contents on RasMal platforms are the exclusive property and copyright of RasMal and is protected by copyright, trademarks, patents, or other intellectual property rights and laws.

11.1 “RASMAL”, “RasMal”, “RasMal Beta.”, “RasMal Beta eq.fin.co”, related logos, and other words and logos on RasMal’s platforms (including without limitation “PayPal”, “Apple Pay”, “HyperPay”, “STC Pay”, “PayTabs” or “Google Pay”) are either unregistered trademarks or registered trademarks of RasMal, or are trademarks of other providers which have been licensed for use on RasMal, and are protected by international trademark and other intellectual property rights and laws. RasMal and RasMal’s trademarks may not be used in connection with any product or service that is not RasMal’s or in any manner that disparages or discredits RasMal. All other trademarks not owned by RasMal that appear on the Platform are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by RasMal.

11.2 All trademarks and service marks of RasMal and its affiliates displayed in connection with any Services are subject to the applicable laws and the international trademark protection. Unless expressly authorized by RasMal, you may not use any trademarks or service marks that you access through any Service with any item that is not provided by RasMal, or in any manner that is likely to cause confusion among customers, or that might disparage or discredit RasMal and its affiliates. All other trademarks appearing in the RasMal platform are the property of their respective owners, including third-party providers of products and Services with links to and from the RasMal platform.

12.1 All content and all software available on the RasMal platform or used to create and operate the Services, all intellectual property rights including patents, rights to inventions, copyright and related rights, trademarks, and service marks, business names and domain names, rights in get- up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world, are the property of RasMal or its licensors (“RasMal Marks”).

12.2 You agree that You will not: (1) create any materials that use the RasMal Marks or any derivatives of the RasMal Marks as a trademark, service mark, trade name or trade dress, other than as expressly approved by RasMal in writing; (2) use the RasMal Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the RasMal Marks other than in accordance with the terms, conditions, and restrictions herein; (3) take any other action that would jeopardize or impair RasMal’s rights as owner of the RasMal Marks or the legality and/or enforceability of the RasMal Marks, including, challenging or opposing RasMal’s ownership in the RasMal Marks; (4) apply for trademark registration or renewal of trademark registration of any of the RasMal Marks, any derivative of the RasMal Marks, any combination of the RasMal Marks and any other name, or any trademark, service mark, trade name, symbol, or word which is similar to the RasMal Marks; (5) use the RasMal Marks on or in connection with any product, service or activity that is in violation of any law, statute, government regulation, or standard.

12.3 Violation of any provision of these Terms in particular Copy Right, Trade Mark and Intellectual Property Rights, may result in immediate termination of these Terms, in RasMal’s sole discretion, a takedown request sent to the appropriate ISP, or social media platform, and/or a Uniform Domain-Name Dispute-Resolution Policy Proceeding (or equivalent proceeding). If you create any materials (physical or digital) bearing the RasMal Marks (in violation of these Terms or otherwise), you agree that upon their creation RasMal exclusively owns all right, title, and interest in and to such materials, including any modifications to the RasMal Marks or derivative works based on the RasMal Marks or RasMal copyrights.

Please refer to our Privacy Policy for information on how we collect, use and disclose personally identifiable information. By agreeing to the Privacy Policy, you agree to our use, collection and disclosure of personally identifiable information for limited purpose in accordance with the Privacy Policy. You agree that we may collect, maintain and use non- personally identifiable data including user content in aggregated form for business purposes, including the improvement and enhancement of our services and you grant RasMal an irrevocable, perpetual, non-exclusive right to use such data for such purposes.

RASMAL HEREBY DISCLAIMS ALL TYPES OF LIABILITY AND/OR RESPONSIBILITY RELATED TO THE PROVIDED SERVICES, THE COMPLIANCE OF THE SERVICE, OR ANY OTHER TYPE OF WARRANTY WHETHER EXPRESSED OR IMPLIED. AT NO TIME SHALL RASMAL HAVE ANY OBLIGATIONS OR LIABILITIES IN RESPECT OF SUCH SERVICE.

14.1 The information provided on the RasMal platform depend solely on the input as provided by the User. RasMal is not responsible for any error in calculations attributable to misinformation listed by the User.

14.2 RasMal is not involved in the process of advising Users on their cap tables, rounds of investments, and financial analysis. RasMal merely provides calculations based on the information the Users have input. Any misinformation or discrepancies are not RasMal’s responsibility and the Users may not hold RasMal liable for said miscalculations or inaccurate results.

14.3 RasMal is not involved in the process of payment on its platform. All payments on the platform continue to be bipartite contracts between the User and the Payment Service Provider.

14.4 RasMal is not responsible for any non-performance, breach, or any other claim relating to or arising out of any action or negligence by the User, nor does RasMal have any fiduciary duty to any User.

14.5 RasMal is not held responsible for the errors occurring on the provided Services. In particular:

i. RasMal is not responsible for any miscalculations, discrepancies, or inaccurate results in the indicative figures as provided on the platform.

ii. The calculations and figures presented through the functions and Services afforded by RasMal may not be accurate.

iii. RasMal merely provides estimations, analysis, predictions, and calculations based on the Users’ input. RasMal is not responsible for any wrong output generated due to the User’s inaccurate input or due to the rounding of calculations.

iv. RasMal is not responsible for unsatisfactory or delayed performance, losses, damages, or delays for reasons attributable to You.

v. RasMal generates cap tables for the purpose of monitoring the User’s entities’ shares and managing equity of the company. The accuracy of such management depends solely on the input provided by the Users. RasMal is not responsible in any mismanagement occurring on the cap table due to the User’s incorrect information or due to the rounding of numbers.

vi. RasMal has no control over and does not guarantee the quality, truth, accuracy, safety, or legality of the analysis, calculations, predictions, and estimations provided by RasMal.

vii. RasMal is not required to mediate or resolve any dispute or disagreement between Users and payment services providers.

viii. RasMal does not make any representation or warranty as to the attributes (including but not limited to quality, worth, or marketability) of the Services.

ix. RasMal may include links to third party websites that are controlled by and maintained by others. RasMal cannot accept any responsibility for the materials or offers for goods or Services featured on such websites and any link to such websites is not an endorsement of such websites or a warranty that such websites will be free of viruses or other such items of a destructive nature. You acknowledge and agree that RasMal is not responsible for the content or availability of any such sites. However, you acknowledge and agree that you may not include links in any user-posted content on RasMal platform.

x. RasMal accepts no liability for any errors or omissions, whether on behalf of itself or third parties.

xi. RasMal excludes all implied warranties and terms and conditions. RasMal is not liable for any loss of money, goodwill, reputation, or any special, indirect, or consequential damages arising directly or indirectly, out of your use of or your inability to use RasMal.

xii. Users indemnify RasMal, its subsidiaries, affiliates, shareholders, directors and/or any of their officers and representatives in respect of any claim, demand, dispute, cost, damage, liability, or other consequence (direct or indirect) of any actions of the recipients of RasMal Services or third party and you specifically waive any claims that you may have in this behalf under any applicable law.

15.1 To the extent permitted by law, RasMal, its subsidiaries, affiliates, shareholders, directors, their officers, employees, agents, affiliates, and suppliers shall not be liable for any loss or damage whatsoever whether direct, indirect, incidental, special, consequential, or exemplary, including but not limited to, losses or damages for loss of profits, goodwill, business, opportunity, data, or other intangible losses arising out of or in connection with your use of RasMal, its Services, or this Agreement (however arising, including negligence or otherwise and whether or not RasMal has been advised of the possibility of such losses or damages). You agree that any unauthorized use of RasMal and its Services as a result of your negligent act or omission would result in irreparable injury to RasMal and RasMal shall treat any such unauthorized use as subject to the terms listed in these Terms.

15.2 If You are dissatisfied with RasMal or any content or materials on it, we strongly advise You to convey us your feedback to info@rasmal.io.

15.3 Without prejudice to the generality of the foregoing and subject to any liability limitation clause under these Terms, RasMal’s liability shall in no event exceed the cost of the purchased subscription in accordance with these Terms as evidenced by the purchase invoice issued by RasMal.

15.4 Notwithstanding the foregoing, RasMal is relieved from any and all liability or breach committed by third parties whether directly (or consequentially) in relation to providing the Services including necessary registrations, and compliance with the applicable laws.

16.1 To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless RasMal, its affiliates, parents, officers, directors, representatives, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Services; (ii) discrepancies, inaccurate results, or misinformation provided by RasMal through the use of Services; or (iii) your violation of any term of these Terms.

17.1 The Services may contain links or references to third-party web sites (Third-Party Sites) and third-party content (Third-Party Content) as a service to those interested in this information, including third party suppliers, payment processors, and other payment intermediaries that you may use in connection with your use of the Services. You use links to Third-Party Sites and any Third-Party Content or service provided there, at your own risk.

17.2 RasMal may have any relationship with a third-party through any kind of services and communications, included but not limited to partnerships entered between the RasMal and its partners, whereby RasMal does not control, maintain, or endorse the third-party content. RasMal may use information you provided to third parties, for business enquiries. Therefore, you expressly acknowledge and agree that RasMal is in no way responsible or liable for any such third-party information. You should review applicable terms and policies, including privacy and data gathering practices, of any third-party, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

18.1 These Terms are governed by and construed in accordance with the laws of the Kingdom of Saudi Arabia, without giving effect to any principles of conflicts of law. Any dispute arises in relation thereto shall be resolved amicably between you and RasMal. If such dispute is not resolved within 14 days following the receipt by the involved party of the matter in dispute, then such dispute shall be resolved exclusively by the Saudi courts.

18.2 In case of any dispute arises between a User and a third-party payment service provider, such dispute shall remain between such payment service provider and such User. RasMal is not liable for any dispute, claim, or lawsuit between them that are resulted from any act, negligence, tort, omission, default, or loss by such payment service provider to the User. This dispute is not governed in accordance with these Terms and shall be construed under the applicable laws. Notwithstanding the forgoing, this shall not limit or prejudice any rights given to RasMal resulted from such dispute.

If You have any questions or complaints about the Services, please contact us by email through info@rasmal.io.