These terms and conditions (T&Cs) apply to each person who registers as an investor in the Tala Crowdfunding website at ……………………………………………………………… (“Tala Platform”) Tala Platform is a product of Sidra Capital (the “Company”), a closed joint-stock company licensed by Capital Market Authority under License No. 08116-37. The Company is established in accordance with the laws of the Kingdom of Saudi Arabia with commercial registration number 4030187025, and with its registered office at Suite 308, Level 3, Al Murjanah Tower, Prince Sultan Street, Jeddah, Kingdom of Saudi Arabia. Tala Platform is an “Investment and Real Estate Funds Distribution Platform”. It serves to facilitate the collection of various types of funds from a group of investors, referred to as “clients of the platform.” These funds are collected with the primary purpose of financing investment funds. Please note that Tala Platform is not responsible for any misconduct or violations of the policies and regulations set by the Capital Market Authority committed by fund managers, related boards of directors, individuals, or any entities associated with the funds displayed on the platform. Additionally, Tala Platform does not guarantee the accuracy, completeness, reliability, or integrity of the information provided in the investments funds. Before proceeding with the registration process, it is essential that you carefully read and agree to the terms and conditions provided by Tala Platform. These terms and conditions outline the rights and obligations of the investor, as identified below.

1. Definitions

Terms and Conditions (T&Cs): These are the terms and conditions related to the usage of the Tala Platform. Company: (the “Company”) refers to Sidra Capital Company. Investment and Real Estate Funds Distribution Platform, “Tala Platform”, “We”: These terms are used to denote Tala, which is an electronic investment and real estate funds distribution platform that enables participation in investment funds. Investor, “Clients of the Platform”, “You”: These terms refer to the individual who is registered on the Tala Platform. Investment Fund: This term describes a joint investment program that offers investors the opportunity to collectively participate in its returns, managed by a fund manager in exchange for a fee. Fund Manager: The Fund Manager can be Sidra Capital, or any third party appointed by Tala Platform that is deemed appropriate. Bank: This term refers to the Arab National Bank (ANB) Privacy Policy: This is the policy regarding privacy published on the Tala Platform, subject to updates by the Company. Transparency and Disclosure Policy: This refers to the policy regarding transparency and disclosure, also published on the Tala Platform and subject to updates by the Company. Confidential Information: This term covers all non-public, business-related information, whether communicated in writing or orally, marked as such or not. This information is disclosed to the Investor, directly or indirectly, through various means of communication or observation and is not intended for public dissemination.

2. Investors Undertakings

The Investor acknowledges and agrees to the following representations and warranties to the Tala Platform:

1. He/She possess the full legal capacity and authority to accept the T&Cs.
2. He/She will not share his/her username and password with any other person and will promptly inform Tala Platform if they become aware of any unauthorized use of such credentials.
3. He/She will not divulge any Confidential Information acquired as a result of becoming an Investor on the Tala Platform, in accordance with the provisions outlined in the Transparency and Disclosure Policy.
4. He/She is responsible for providing accurate and up to date information as required by the Tala Platform.
5. He/She will update the information, documents, and any necessary forms in the event of changes, expiration, or confirm that there have been no changes to such data and information every 3 years or as requested by the Tala Platform. Failure to do so may result in the freezing of their investment account.
6. He/She shall adhere to the Capita Market Law and its Implementing Regulations, as well as other laws and regulations of the Kingdom of Saudi Arabia, particularly the Anti-Money Laundering Law and the Law of Terrorism Crimes and Financing and their Implementing Regulations.

3. Rights of the Investor

1. Virtual Account: Upon registration, a virtual account will be opened for you with the Bank to deposit the funds you wish to invest, and you may withdraw these funds from your virtual account at any time using your control panel.
2. Accessibility: You have the right to access all information about investment opportunities published on the platform, ensuring you are fully informed about the investment opportunity.
3. Performance Evaluation: As an Investor, you have the right to view the evaluation of the investment fund by accessing your control panel.
4. Profit Distributions: In accordance with the time specified in the T&Cs for each investment opportunity, once the profit distribution amounts are due, the amount will be deposited into your virtual IBAN account on the Tala Platform.
5. Fund Transfers: You have the right to transfer the funds to your designated current account on the platform or reinvest in any available opportunity.
6. Complaints: You have the right to file any complaint through the communication channels indicated on web application, and mobile applications. The Company will inform the serial number of the complaint to the client for the complaint received, with a statement of the taken action, and the expected date of settlement.
7. Obtain Fund Terms and Conditions: You should be aware that the decision to invest in the Investment Fund is a contract between you and the Fund Manager. Therefore, you have the right to obtain an updated copy of the Fund’s terms and conditions from the Fund Manager.
8. Data Protection: Tala Platform complies with all requirements related to protecting personal data for investors, according to what is stated in the Tala Platform’s Privacy Policy or the relevant government regulations.
9. Notification of Changes: You will be notified of any substantial changes in the terms and conditions of the Fund, and a summary of such changes will be sent as mentioned in the terms and conditions via your control panel.
10. Access to Policies: Tala enables you to view its Transparency and Disclosure Policy & Privacy Policy (“Policies”).

4. Obligations of the Investor

1. Thorough Review: You must carefully read the terms and conditions of any investment opportunity before making your investment decision. Usage of the Tala Platform shall construe that you have read the Terms & Conditions and accepted it accordingly.
2. Intellectual Property: Tala shall be the sole owner of all the intellectual property rights available on the platform which are registered and protected by law, and any unauthorized use may subject you to legal liability. The Investor acknowledges that the submission or transmission of any content to Tala shall grant Tala the full right to; a. use, distribute, publish the content, b. retain the content for reasons consistent with the Privacy Policy.
3. Lock up period: Once you have invested monies in exchange for buying units/shares offered in each fund, the invested amount will be subject to trading restrictions except when the fund is closed. Please be aware that each fund offering may have a minimum lock-up period. You are encouraged to read each offering’s terms & conditions in the offering section of The Platform.
4. Legality and Information Accuracy: You shall be of the legal age, 18 years old according to the Gregorian calendar to have the full capacity to enter the website and to benefit from the investment opportunities provided by Tala Platform.
5. Changes and Notifications: Tala reserves the right to change and update the T&Cs and Policies at its sole discretion and hereby you shall review the policies regularly to stay informed of any changes.
6. Authorization for Virtual Account: By registering on the platform, you authorize Tala to create a virtual account in your name with ANB.
7. Agreement to Policies: Before registering on the platform, you must read and agree to the Policies.

Please ensure that you fully understand and agree to these terms and conditions before proceeding with your registration on the Tala Platform. If you have any questions or concerns, feel free to contact us through the provided communication channels on our website, web application, and mobile applications.

5. Exclusion of Liability and Indemnity

Tala Platform will be used by you at your own risk. Neither Tala nor its directors, employees, affiliates, or any other person connected with it will be liable for any of the following:

1. Any technical issues that result in lack of access, delays, or interruptions to the site and any damages or losses occurring as a result of that.
2. Any decision or action that you take as a result of the contents of our site.
3. Damages or losses caused as a direct or indirect result of the site or its contents.
4. Any losses, damages, liabilities, claims, or expenses including legal costs arising out of your use of our site whether directly or indirectly.
5. The performance of any third parties whether it is for banking, technical or any other purposes.

6. Inadequacy of Damages

Without prejudice to any other rights or remedies that Tala may have, the Investor acknowledges and agrees that damages alone would not be an adequate remedy for any breach of the terms of this policy by the Investor. Accordingly, Tala shall be within its rights and entitled to the remedies of injunction, specific performance, or other equitable relief for any threatened or actual breach of the terms of this agreement.

7. Governing Law and Jurisdiction

This policy is governed by and shall be construed in accordance with the laws of the Kingdom of Saudi Arabia. Accordingly, all disputes, claims or proceedings between the Parties relating to the validity, construction, performance, breach or termination of this Agreement, which cannot be settled amicably between the Parties within 30 days, shall be subject to the exclusive jurisdiction of the Courts of Jeddah, Kingdom of Saudi Arabia

8. Fees and Applicable Charges

All fees/charges will be specified in the investment opportunity to ensure the Investor is aware of all the applicable fees and charges prior to making the decision to invest. In the case where the Investor decides to withdraw during the closing period, the Investor will be subject to withdrawal fees.

9. Risk Acknowledgment

As an investor of the Tala Platform, you must acknowledge that investing in any of Tala’s funds or investment opportunities carries inherent risks. The value of your investments and the income generated from them can both rise and fall, and there is no guarantee of returns at any given time. Historical performance data should not be relied upon as a reliable indicator of future performance. Investments are subject to various market, economic and investment-specific factors, resulting in the possibility of receiving back less than the actual initial investment. Investment Funds availability on the Tala platform does not constitute as Tala giving investment advice or recommendations. Therefore, you shall carefully consider whether the investment opportunity is aligned with your goals, financial situation, and personal circumstances. The risks and any other important factors associated with investing in any investment opportunity by Tala Platform are not wholly and fully disclosed in the above statement. And you shall, prior to getting involved in any investment opportunity, study investing in funds and seek advice from an expert before becoming involved.