Terms and Conditions of the MatchPoint AI Platform

Effective 8 June 2026

These Terms govern your use of the Platform operated by Matchpoint Pte. Ltd. ("Matchpoint"). All definitions used in these Terms have been defined under clause 2 below.

By accessing or using the Platform, you agree to be legally bound by these Terms. Your access to the Platform is conditional on your acceptance of and compliance with these Terms. If you do not accept these Terms or any part of them, please do not access or attempt to use the Platform, and exit the Platform immediately.

The Company may amend, vary or modify any of these Terms at any time. If you do not agree to these Terms as amended or varied, it must terminate its engagement with the Company, disable its account and exit the App immediately.

Beta notice. You understand and agree that the Platform is newly launched and is in its beta testing period. Accordingly, there may be some limitations during this time, which may include system errors, interruptions, reduced functionality, delays, or other technical issues. You acknowledge and accept such limitations and agree that the Company shall not be liable for any loss, damage, or inconvenience arising from them, except where liability cannot be excluded by applicable law.

1. Definitions

The definitions and rules of interpretation in this clause shall apply in this Agreement.

"Account": means the user account registered on the Platform by the User, which enables access to the features and services of the Platform;
"AI Extraction": means the automated process by which the Platform uses large language model technology (via Anthropic's Claude API) to process, extract and structure data from Technical Reports uploaded by the User;
"Company": shall refer to Matchpoint Pte. Ltd., with UEN.: 202552680Z;
"Confidential Information": means information received by the User in connection with their use of the Platform that is confidential to the Company, whether or not marked as confidential, including but not limited to the Platform's methodology, algorithms, software, database structure, pricing and any other proprietary information;
"Content": means all data, output, extracted data, reports, analyses, benchmarks and other materials generated by or displayed on the Platform, including Extracted Data;
"Dispute": means any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims);
"Extracted Data": means the structured data output generated by the Platform from a User's Technical Report following AI Extraction, including financial, operational and resource estimates displayed in the User's dashboard;
"Fee(s)": has the meaning given to it at Clause 4.3 below;
"Intellectual Property": means patents, rights to inventions, copyright and related rights, moral rights, trade marks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, database rights, rights in Confidential Information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights which may now or in the future subsist in any part of the world;
"Matchpoint": shall refer to Matchpoint Pte. Ltd., with UEN.: 202552680Z;
"Personal Data": means personal data as defined under the Personal Data Protection Act 2012 of Singapore ("PDPA");
"Platform": means the web-based software-as-a-service platform known as the 'MatchPoint' Platform, accessible at matchpoint-ai.com, and any related APIs, tools, documentation or services operated by the Company;
"Plan": means the subscription plan selected by the User at the time of registration, being either the "Free Plan" or the "Professional Plan" as further described in Clause 4 below, or such other plans as the Company may introduce from time to time;
"Technical Report": means a PDF document uploaded by the User to the Platform, being a technical study of a mining project such as a National Instrument 43-101 report, a JORC Code report, an S-K 1300 report or any other such mining feasibility or resource estimation study;
"Terms": means these Terms and Conditions governing the User's use of the Platform;
"User" or "you": means the individual or entity that registers for and uses the Platform.

Clause, schedule and paragraph headings shall not affect the interpretation of this Agreement. The schedule to this Agreement forms part of and is incorporated to this Agreement. A reference to a person includes a natural person, a corporate body and an unincorporated body and that person's personal representatives, successors or permitted assigns. Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular. A reference to writing or written includes email and other forms of electronic communication, but shall not include facsimile transmission. Where the words "include(s)", "including" or "in particular" or any similar expression are used in this Agreement, they are deemed to have the words "without limitation" following them. Any obligation on a Party not to do something includes an obligation not to allow that thing to be done.

2. The Platform and Services

2.1 Description of the Platform

The Company operates the Platform to enable mining investors, analysts and consultants to upload Technical Reports and obtain Extracted Data through AI Extraction. The Platform also provides access to a curated database of industry-reference mining projects for benchmarking and comparison purposes.

The Platform is delivered entirely via web browser. There is no native mobile or desktop application. The Company reserves the right to modify, update or discontinue any feature of the Platform at any time upon reasonable notice, with such modification including but not limited to adding a native mobile and/or desktop application.

2.2 Free Plan

Users may access the Platform on a free-of-charge basis under the Free Plan, subject to such usage limits and feature restrictions as the Company may prescribe from time to time. The Company reserves the right to modify the features available under the Free Plan at its sole discretion.

2.3 Professional Plan

Users may subscribe to the Professional Plan to access additional features, including but not limited to a higher document upload quota, enhanced extraction capabilities and access to the full benchmarking database. The Professional Plan is subject to the Fees described at Clause 3 below.

2.4 No Corporate Plan

As at the effective date of these Terms, the Platform does not offer a corporate or company-wide access plan. Any such offerings introduced by the Company in the future shall be subject to separate terms and conditions or where relevant, this set of Terms will be updated to account for such future offerings.

3. Fees and Payment

3.1 Free Plan

No fees are payable in respect of the Free Plan. The Company reserves the right to introduce fees for the Free Plan upon reasonable prior notice to Users.

3.2 Professional Plan (Subscription Fees)

The Professional Plan is available on a subscription basis. Fees applicable to the Professional Plan are as set out in the Schedule of Fees at Annex 1 to these Terms, or as otherwise communicated to you at the time of subscription. The Company reserves the right to vary the Fees from time to time. The Company will provide advance written notice of any Fee revision to the email address registered with the Company. Your continued use of the Professional Plan following notification of a Fee revision shall constitute your acceptance of the revised Fees.

3.3 Billing and Payment

All Fees ("Fees") are payable in advance and are collected by Stripe, Inc., a third-party payment processor, directly on a Stripe-hosted payment page. The Company does not store any payment card numbers, CVV codes or full billing addresses on its servers. By subscribing to the Professional Plan, you authorise the Company to charge the applicable Fees to the payment method you provide through Stripe, on a recurring basis in accordance with the billing cycle selected at the time of subscription. You also consent for the Company to make third party authorisations on your behalf to Stripe, as needed by Stripe to process the Fees.

3.4 Non-Payment and Suspension

If the Company does not receive payment of the applicable Fees when due, the Company reserves the right to suspend or terminate your access to the Professional Plan with immediate effect. Such suspension or termination shall be without prejudice to the Company's other rights and remedies, including but not limited to the Company's claim against you for your outstanding payment of the Fees.

3.5 Renewal

The Professional Plan renews automatically at the end of each billing cycle at the then-prevailing rate, unless the User cancels via the Account settings or by emailing support@matchpoint-ai.com at least 24 hours before the next renewal.

3.6 Cancellation

Cancellations take effect at the end of the current paid period; no pro-rata refunds are issued for the unused period.

3.7 Refunds

All Fees are non-refundable except where otherwise determined by the Company at its sole discretion. Partial or full refunds shall be made available within a 7-day cooling-off period for first-time subscribers to the Professional Plan, however such refunds are ultimately subject to the Company's sole direction.

3.8 Taxes

All Fees are exclusive of any applicable goods and services tax, value-added tax or other taxes or levies, which shall be payable by you in addition to the Fees.

4. Account Registration and Security

To access the Platform, you must register for an Account by providing a valid email address and such other information as the Company may require. You warrant that all information provided during registration is accurate, current and complete, and you undertake to update such information as necessary to keep it accurate and complete.

You are solely responsible for maintaining the confidentiality of your Account credentials, including your password. You agree to notify the Company immediately at support@matchpoint-ai.com if you become aware of or suspect any unauthorised access to or use of your Account.

You are responsible for all activity that occurs under your Account, whether or not authorised by you.

You may not share your Account credentials with any other person or permit any other person to access the Platform using your Account credentials.

5. Use of the Platform and User Obligations

By registering for and using the Platform, you warrant and undertake the following:

that you are at least 18 years of age and, where you are using the Platform on behalf of an entity, that you have full authority to bind that entity to these Terms;
to use the Platform only for lawful purposes and in accordance with these Terms, the Acceptable Use Policy and all applicable laws and regulations;
not to upload any Technical Report or other material that infringes the Intellectual Property rights of any third party or that you do not have the right to upload;
to promptly notify the Company of any change to your contact information, loss of device, or suspected data breach;
not to attempt to gain unauthorised access to any part of the Platform, its underlying systems, servers or databases;
not to reproduce, redistribute, modify, adapt, translate, reverse engineer, decompile, disassemble or create derivative works based on the Platform or any Content, except as expressly permitted by these Terms;
not to use the Platform in any way that disrupts, damages or impairs the Platform's performance or functionality, or that interferes with any other User's access to or use of the Platform;
not to use the Platform to provide financial advice, investment advice or securities recommendations to third parties, and to obtain independent legal and regulatory advice regarding your intended use of the Platform and the Extracted Data;
to comply with all notices, guidelines and policies issued by the Company in connection with the Platform, as amended from time to time; and
that you are not located in, ordinarily resident in, or a national of, any country subject to comprehensive economic sanctions by the UN, US, EU, UK or Singapore (including but not limited to North Korea, Iran, Syria, Cuba, Crimea and certain regions of Russia).

For the avoidance of doubt, the Platform is a data extraction and structuring tool. It does not constitute a licensed financial adviser or capital markets services provider and no Content generated by the Platform constitutes financial advice, investment advice or a recommendation to buy or sell any security or investment product. Users are solely responsible for assessing and verifying the accuracy of Extracted Data and for making their own independent investment and business decisions.

6. Intellectual Property

All Intellectual Property rights in and to the Platform, including its underlying software, algorithms, database structure, methodology and all Content generated by the Platform (other than the Technical Reports uploaded by Users), are owned by or licensed to the Company absolutely. Nothing in these Terms grants you any right, title or interest in such Intellectual Property.

By uploading a Technical Report to the Platform, you grant the Company a non-exclusive, royalty-free licence to process and use the Technical Report solely for the purpose of providing the AI Extraction services to you under these Terms. You retain all ownership and Intellectual Property rights in your uploaded Technical Reports.

You shall promptly notify the Company in writing if you become aware of any actual or suspected infringement of the Company's Intellectual Property rights, or any claim that any part of the Platform infringes the rights of any third party. If you believe any content hosted on or submitted through the Platform infringes your intellectual property rights, please send a notice to IPsupport@matchpoint-ai.com identifying the allegedly infringing material and the basis for your claim. Upon receipt of a reasonably detailed notice, we will promptly review the complaint and may remove or disable access to the material while the matter is investigated.

7. Confidentiality

You agree to keep confidential all Confidential Information received or obtained in connection with your use of the Platform, and not to disclose such Confidential Information to any third party without the prior written consent of the Company, except as required by applicable law or regulation.

This obligation of confidentiality shall survive the termination or expiry of these Terms.

8. Disclaimers of Warranties and Exclusion of Liability

The Platform is provided on an "as is" and "where is" basis. To the greatest extent permitted by applicable law, the Company makes no representations or warranties of any kind, express or implied, regarding the Platform or any Content, including but not limited to warranties of merchantability, fitness for a particular purpose, accuracy, completeness or non-infringement.

The Extracted Data generated by the Platform is produced by an automated AI Extraction process. The Company does not guarantee the accuracy, completeness or reliability of any Extracted Data. You are solely responsible for verifying and validating any Extracted Data before relying upon it for any purpose, including any investment, financing or business decision.

The Platform does not provide financial advice, investment advice or any regulated financial services. The Company makes no representation or warranty that the use of the Platform or the Extracted Data will comply with any applicable securities laws, regulations or regulatory requirements in any jurisdiction. You are solely responsible for obtaining independent legal and regulatory advice regarding your intended use of the Platform and the Extracted Data.

To the greatest extent permitted by applicable law, the Company shall not be liable to you in contract, tort (including negligence), for breach of statutory duty, or otherwise, for:

any loss of profits, revenue, business, anticipated savings, goodwill or data;
any indirect, incidental, special, consequential or exemplary loss or damage; or
any loss or damage arising from your reliance on any Extracted Data, Content or information obtained through the Platform,

whether or not the Company had been advised of the possibility of such loss or damage.

Nothing in these Terms shall limit or exclude the Company's liability for fraud, death or personal injury caused by the Company's negligence, or any other liability which cannot be limited or excluded under applicable law.

9. Waiver, Release and Discharge

You acknowledge that you are voluntarily choosing to use the Platform and expressly assume all risks associated therewith.

To the greatest extent permitted by applicable law, you hereby waive, release and discharge the Company from any and all claims, demands, damages, costs, actions or liabilities arising from or in connection with your use of the Platform and the Extracted Data, howsoever caused.

The Company's failure or delay to act on any breach of these Terms or to exercise any right provided for in these Terms shall not be deemed a waiver of any of the Company's rights or remedies.

10. Indemnity

You agree to indemnify and hold harmless the Company and its officers, directors, employees, agents and subcontractors from and against any and all losses, costs, damages, claims, demands, actions, proceedings, judgments, liabilities and expenses (including legal costs on a full indemnity basis) arising from or in connection with:

your use of the Platform in breach of these Terms or applicable law;
any Technical Report or other material you upload to the Platform that infringes the Intellectual Property rights of any third party;
your reliance on any Extracted Data or Content for any purpose, including any investment, financial or business decision;
any misrepresentation or false information provided by you in connection with your Account or use of the Platform; and/or
any breach by you of applicable data protection laws, including the PDPA.

You further agree that the Company's total aggregate liability shall not exceed the Fees paid by you in the 12 months preceding the claim, or S$100, whichever is greater.

11. Personal Data

The Company collects, uses and processes Personal Data in accordance with its Privacy Policy, which is incorporated into these Terms by reference.

You represent and warrant that you have all necessary rights and consents to upload any Technical Report or other material to the Platform, and that such upload does not result in any unauthorised disclosure of the Personal Data of any third party.

If you wish to exercise any of your rights in relation to your Personal Data, including the right to access, correct or delete your Personal Data, please contact our data protection officer at support@matchpoint-ai.com.

12. Third Party Services

The Platform integrates with certain third-party services, including but not limited to Anthropic's Claude API (for AI Extraction), Stripe (for payment processing), Neon Postgres (for database hosting) and Railway, OpenAI and/or Cloudflare (for application computing and file storage). The Company shall not be liable for any loss, damage or disruption arising from the acts or omissions of any third-party service provider, save to the extent caused by the Company's own negligence or wilful default.

You agree and consent to any Personal Data provided by you to the Company to be shared with these third-party services, and any other third-services which may be engaged by the Company from time to time, for the purposes of producing the Extracted Data on the Platform. Where any Personal Data provided by you belongs to a third party, you warrant that you have obtained the necessary consents, and you acknowledge and agree that the Company will take it such that it has obtained deemed consent by receiving such Personal Data from you.

The Company does not control, verify, endorse or assume responsibility for any third-party content, services or information accessible through or in connection with the Platform. The terms governing the data protection offered by these third-party service providers are pursuant to each service provider's data processing policies. To the fullest extent permitted by applicable law, the Company disclaims all liability for any loss or damage arising from your use of or reliance upon any third-party content or services. In the event of any compromise to your Personal Data, the Company will comply with our notification obligations under the PDPA, including notification to the PDPC and affected individuals within the statutorily required timeframe.

13. Force Majeure

The Company shall not be liable for any failure or delay in performing its obligations under these Terms to the extent such failure or delay is caused by any event or circumstance beyond the Company's reasonable control, including but not limited to acts of God, natural disasters, war, civil unrest, government action, power failure, internet service disruption, or third-party hacking events, including but not limited to ransomware and phishing attacks, or other such data breaches. This clause applies even where such events result in the loss, corruption or unauthorised disclosure of Personal Data.

14. Breach of these Terms

The Company may, in its sole discretion, determine that a breach of these Terms has occurred. Where the Company determines a breach is capable of remedy, the Company may notify you of the breach and afford you 7 days to remedy or rectify it, where time is of the essence. A material breach of these Terms may result in the Company taking all or any of the following actions:

immediate temporary or permanent withdrawal of your right to access the Platform;
immediate temporary or permanent deactivation of your Account;
issuance of a warning;
commencement of legal proceedings against you for all loss and damage resulting from your breach, including legal costs; and/or
disclosure of such information to law enforcement authorities as the Company determines necessary.

For the avoidance of doubt, this clause is without prejudice to any other actions that the Company may take, including its absolute discretion to ban you and permanently remove your Account from the Platform.

15. Termination

The Company may, at its sole discretion, terminate your access to the Platform and deactivate your Account with immediate effect if:

you commit any material or repeated breach of these Terms;
you fail to pay any Fees when due;
the Company determines, for any reason, that it is appropriate to do so.

You may terminate your Account at any time by providing the Company with notice in writing at support@matchpoint-ai.com. Upon termination of your Account, the Company will process the deletion of your Personal Data and uploaded materials in accordance with the Privacy Policy.

16. General

Severability: Each clause and sub-clause of these Terms operates separately. If any court or relevant authority decides that any of them is invalid, illegal or unenforceable, the remaining clauses shall remain in full force and effect.

Variation: The Company reserves the right, at its sole and absolute discretion, to modify these Terms at any time. The updated Terms will be posted on the Platform and your continued use of the Platform following such posting constitutes your acceptance of the revised Terms.

No Partnership: Nothing in these Terms shall constitute or be deemed to constitute a partnership, joint venture or employment relationship between you and the Company.

Transfer: The Company may assign, transfer, novate or otherwise deal with any of its rights or obligations under these Terms to any third party. You may not assign or transfer any of your rights or obligations under these Terms without the prior written consent of the Company.

Third Party Rights: A person who is not a party to these Terms shall not have any rights under or in connection with them by virtue of the Contracts (Rights of Third Parties) Act 2001.

Entire Agreement: These Terms, together with the Privacy Policy and the Acceptable Use Policy, constitute the entire agreement between you and the Company relating to the Platform and supersede all prior representations, agreements or understandings between you and the Company relating to the same subject matter.

Governing Law and Jurisdiction: These Terms shall be governed by and construed in accordance with the laws of Singapore. Any Dispute shall be subject to the exclusive jurisdiction of the courts of Singapore.

Annex 1 — Schedule of Fees

Plan	Monthly Fee (SGD)	Upload Quota	Features
Free Plan	S$0.00	50 projects, 0 extractions	As prescribed by the Company from time to time.
Professional Plan	As quoted by the Company.	All projects, 5 extractions per month.	As prescribed by the Company from time to time.

These Terms are effective as of 8 June 2026.