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 a single success-based fee. We only get paid when you raise capital from a funder we introduced. There are no upfront listing fees, no monthly subscriptions, and no hidden charges. If we don't deliver, you don't pay.

No introduction, no fee. If Pandi Now does not make a qualifying funder introduction within 12 months of your listing date, all fee obligations end automatically.

2. Fee Structure

The Success Fee percentage ([X]%) must be confirmed by your legal counsel before publication. The rate must be set at a level that does not trigger broker-dealer registration requirements under U.S. securities law. Insert the confirmed rate here before launching.

3. When the Fee Is Triggered

The Success Fee becomes due and payable when all of the following conditions are met:

1. A funder registered on the Pandi Now platform formally expresses interest in or engages with your listed initiative through the platform (a "qualifying introduction")
2. That funder commits capital to your initiative in any form (equity, debt, SAFE, grant, or otherwise)
3. A written commitment instrument is signed between you and the funder (term sheet, subscription agreement, SAFE, or equivalent)

Payment is due within thirty (30) days of the date the written commitment is signed.

4. What the Fee Applies To

The Success Fee applies to:

• All capital committed by funders introduced through the Pandi Now platform during the 12-month Engagement Period
• Capital committed after the Engagement Period ends, if the funder was introduced through Pandi Now during the Engagement Period
• Follow-on capital from the same funder introduced through Pandi Now, within 24 months of the original introduction

The Success Fee does not apply to:

• Capital from funders with whom you had a documented pre-existing relationship before your Listing Date (as recorded in your Carve-Out Form at the time of listing)
• Capital from funders introduced to you outside of the Pandi Now platform by third parties unconnected to Pandi Now
• Capital raised after the 12-month Engagement Period from funders not introduced through Pandi Now

5. The 12-Month No-Results Release

If Pandi Now has not made a single qualifying funder introduction within twelve (12) months of your Listing Date, all fee obligations under this Fee Schedule and the Venture Listing Agreement terminate automatically. No fee will be owed.

You will receive written confirmation of the no-results release from Pandi Now within 30 days of the 12-month anniversary of your Listing Date.

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 Success 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. Payment Method

Success 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).

8. 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 Success Fee. This arrangement requires a separate signed agreement and does not apply by default.

9. 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.

10. Fee Schedule Updates

Pandi Now may update this Fee Schedule with 30 days' written notice. Changes do not apply retroactively to initiatives already listed. The fee applicable to your listing is the rate in effect on your Listing Date.

11. Questions

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