Engagement terms

This is a contract between us, kimbo corporate Pte Ltd. ("kimbocorp") and you, (the "primary member"), for the plans and/or services ("services") described below. In addition to the kimbo corporate Pte Ltd. ("kimbocorp") Terms of Use, that governs your use of the kimbocorp website, this contract (the "Agreement") constitutes a legal agreement between you and kimbocorp detailing the terms of your use of paid plans and/or service. This Agreement is effective as of the date you accept its terms by purchasing a company plan or any paid service provided by kimbocorp. If you paid for a service from kimbocorp, you accept these terms, conditions, limitations, and requirements. Please read this Agreement carefully.

1. Paid service. Generally, our paid serivce refers to any paid plan or service which the primary member have paid for, including procurement of a company plan and one-off services. We would have discussed or communicated with you on any of our websites and digital platforms, or through meetings and/or through our other correspondences with you how our professional fees will be charged, and this will be set out from time to time be communicated via means of communication to you.

2. Primary member. Primary member refers to the person who is or will be paying for a plan and/or a service provided by kimbocorp, and also includes the person who is or will be paying paid-up capital in a company created by kimbocorp and/or corporate taxes liable to a company managed by kimbocorp.

3. Obligation by primary member. Generally we will send payment instructions only to the primary member unless you authorise us otherwise. While our invoice or advice may be addressed to a company, it is a condition of this engagement that the primary member is personally responsible for the amount mentioned in kimbocorp's advice or invoices fees, in the event that that company is not able to make payment of this amount.

4. Advisory service specific to provision of paid company plans. A paid company plan refers to provision of a company which the primary member or his/her associates would own, incorproated in an advanced economy like Singapore, generally including compliance and governance functions, such as appointment of corporate secretary and resident directors. The overall compliance management of this company would typically be covered under such a paid company plan. The rates for such a company plan would have been discussed or communicated with you, via any of kimbocorp's website or digital platforms, or through other correspondences and meetings, and these would be set out from time to time and be communicated to you.

4.1. Paid-up capital. Paid-up capital refers to the amount of capital that will be deposited into a company account, in return for the company providing ownership to the person paying the capital. KIMBOCORP RESERVES THE RIGHT TO COLLECT PAID-UP CAPITAL FOR ANY COMPANY MANAGED BY KIMBOCORP.

4.2. Corporate income tax ("CIT") payable. CIT payable refers to an amount that a company managed by kimbocorp must pay to the income tax authority of Singapore. KIMBOCORP RESERVES THE RIGHT TO COLLECT CIT FOR ANY COMPANY MANAGED BY KIMBOCORP.

4.3. Default of an advisory service specific to provision of a paid company plan. A default situation to your advisory service specific to provision of a paid company plan occurs if any of the below situation occurs, whichever the earlier;

• the primary member does not send payment by agreed payment means after (1) month anniversary of your Billing Date of the paid company plan
• the primary member does not respond to 3x payment requests, sent by email communication, private message, mobile or livechat calls, or any communication method on-file specific to the paid company plan

IF ANY OF THE DEFAULT CLAUSES MENTIONED ABOVE IS ACTIVATED. THE PRIMARY MEMBER IS ENTERING INTO A DEFAULT SITUATION, FOR WHICH:

• KIMBOCORP RESERVES THE RIGHT TO APPLY FOR A STRIKING OFF OR WINDING DOWN OF THE COMPANY MANAGED BY KIMBOCORP
• THE PRIMARY MEMBER MAY HAVE HIS/HER DIRECTORSHIP REMOVED BY RESIGNATION AND HIS/HER COMPANY STRUCK OFF THE CORPORATE REGISTRAR
• SUCH ACTIONS ARE CARRIED OUT UNDER THE CAPACITY OF KIMBOCORP AS LEGAL REGISTERED FILING AGENT OF THE COMPANY

KIMBOCORP, ITS EMPLOYEES, AGENTS, ASSOCIATES AND STAKEHOLDERS, WOULD BE FULLY INDEMNIFIED AGAINST ALL FINANCIAL LOSSES INCURRED BY THE PRIMARY MEMBER, ITS EMPLOYEES, AGENTS, ASSOCIATES AND STAKEHOLDERS IN SUCH A SITUATION.

5. By agreeing to this terms of advisory, you further acknowledge and agree that: -

5.1. the provision of any paid plan or service provided by kimbocorp, may be terminated upon service of 3 days' notice for any reasons or for professional conduct reasons set out in the company act, corporate secretary bill, government statutes and/or constitution of a company, and this includes where you have been in breach of our agreement on the payment of fees as described in clause 4.1 and 4.2.

5.2. if the Bill of Costs and disbursements of this firm are not paid within 30 days, kimbocorp reserves the right to withdraw representation on your behalf. Upon kimbocorp discharging themselves from

representation, kimbocorp shall have the right of lien over the monies held and the documents that are in the possession of the primary member and/or company managed by kimbocorp until such time when the professional costs and disbursements of the firm are fully paid.

5.3 kimbocorp shall be entitled to charge interest of 1% per month on any outstanding invoices from the date of invoice

5.4. that any monies paid to any company account managed by kimbocorp shall be used by kimbocorp to setoff against any outstanding invoiced amount owing to kimbocorp without prior notice.

5.5 for services or plans of a recurring nature, we reserve the right to automatically invoice or automatically debit the amount. kimbocorp will send a reminder email to the email address of record for your account approximately one week before the service or plan expiry date. You acknowledge and agree that this notice is provided as a courtesy only, and we are not obligated or required to provide such notice. You acknowledge and agree that (i) your failure to read, (ii) inability to receive, or (iii) the failure of kimbocorp to send the email does not create any liability on the part of kimbocorp or any third-party service provider.

5.6 these Terms, as well as other terms, conditions, and policies, are provided for convenience only. In the event of any ambiguity or conflict between other languages or translations, the English version is authoritative and controls.

5.7 that kimbocorp reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice. However, you have the right to cancel your plan or service.

5.8 that kimbocorp may establish general practises and limits concering provision of paid services and/or plans, including without limitation to the maximum number of fre consultations to you on any topic or subject