Platform Fee Schedule

PANDI NOW

Pandi Now Inc. • Incorporated in Delaware, United States

This Fee Schedule is incorporated by reference into the Venture Listing Agreement. By listing an initiative on Pandi Now, you agree to the fees set out in this document. All fees are in U.S. Dollars unless otherwise stated.

1. Our Fee Philosophy

Pandi Now charges venture founders one fixed Platform Fee, sized to your target round and disclosed before you list. It is not a percentage of what you raise, and it does not change with who invests, how much they invest, or whether your round closes. Vetting is free. Nothing is owed until your listing is approved and your raise opens to investors.

2. Fee Structure

3. Platform Fee Schedule

The Platform Fee is a fixed dollar amount keyed to your target round. Targets between the rows below are interpolated and rounded to the nearest $500.

Targets below $200,000 are not eligible for the venture track and may list on the contribution track. Targets above $5,000,000 are priced individually by Pandi Now with a written rationale.

4. When Fees Are Owed

• Platform Fee: attaches when Pandi Now approves your listing and your raise opens to investors, and is owed from that date regardless of the outcome of your raise. [TO BE COMPLETED: invoice timing and payment due date.]
• Tranche Closing Fee: charged at each tranche release.
• Active Company Profile Fee: billed yearly after your round closes (see Section 7).

5. Pandi Model Reward

If you declare your warm investors at listing, you may choose one reward, set and fixed when your listing is approved:

• Discount: 10% off the Platform Fee; or
• Contribution Redirect: Pandi Now gives 15% of the Platform Fee to an approved contribution track project you choose, with no platform share taken.

In exceptional cases Pandi Now may set either reward up to 20% at approval, never more. The reward does not depend on who invests or whether your round closes. Full terms are in Section 5.3 of the Venture Listing Agreement.

6. Due Diligence & Compliance Withdrawal Fee

The venture track relies on a regulated third-party Compliance Partner to perform compliance, due diligence, and investor verification before a deal can close. This work is performed at real cost in reliance on your stated intent to proceed.

A Due Diligence & Compliance Withdrawal Fee of US $10,000 becomes payable if all of the following occur:

1. Your initiative satisfies the platform's evaluation criteria (alignment and commitment confirmed);
2. A deal is negotiated and its principal terms are agreed with a funder through the platform or the Compliance Partner; and
3. You then unilaterally withdraw from, decline to execute, or otherwise refuse to proceed with the negotiated deal, for reasons other than a material breach by the funder or Pandi Now or the failure of a closing condition outside your reasonable control.

This fee reimburses the compliance and due-diligence costs incurred on your behalf. It reflects a good-faith estimate of those costs, is not a penalty, and is separate from and not creditable against the Platform Fee. It does not apply where no principal deal terms were agreed. Payment is due within thirty (30) days of the date Pandi Now issues written notice. [TO BE COMPLETED: confirm the amount, trigger definitions, and carve-outs with counsel and the Compliance Partner.]

7. Active Company Profile Fee

After your round closes, your company keeps an Active Company Profile on Pandi Now for ongoing reporting to your investors. Its annual fee is a fixed dollar amount on the same bands as the Platform Fee, from US $1,000 to US $15,000 a year (see Section 3). It is billed directly by Pandi Now Inc. and never routed through escrow. [TO BE COMPLETED: billing start, minimum term, and renewal terms.]

8. Payment Method

Fees are invoiced by Pandi Now Inc. and payable by bank transfer or such other method as agreed in writing. Invoices are due within 30 days of issuance. Late payments accrue interest at [X]% per month (or the maximum rate permitted by applicable law, whichever is lower).

9. Equity in Lieu of Cash

In exceptional circumstances and by separate written agreement only, Pandi Now may agree to accept equity in your initiative in lieu of some or all of the cash Platform Fee. This arrangement requires a separate signed agreement and does not apply by default.

10. Fee Disputes

If you dispute a fee invoice, you must notify Pandi Now in writing within 14 days of receipt of the invoice, setting out the basis for your dispute. Both parties will attempt to resolve the dispute in good faith within 30 days. If unresolved, the dispute is subject to arbitration under the Venture Listing Agreement.

11. Fee Schedule Updates

Pandi Now may update this Fee Schedule with 30 days' written notice. Changes do not apply retroactively. Your Platform Fee is fixed from the schedule in effect when it attaches at approval.

12. Questions

For questions about fees, invoicing, or payment, contact hi@pandinow.com with the subject line "Fee Enquiry."