By creating an account, accessing the Platform, or clicking "I agree," you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you do not agree, you must not access or use the Platform. If you are using the Platform on behalf of an entity, you represent that you have authority to bind that entity to these Terms.

• "Platform" means the focus50.app website, the Focus50 mobile application, and related services.
• "Investment Segment" means a category of underlying real-world asset made available for fractional investment through the Platform, including shipping containers, agriculture, and solar/renewable energy, as such categories may be expanded or discontinued over time.
• "Offering" means a specific investment opportunity within an Investment Segment, structured and issued by an SPV, asset operator, or third-party issuer.
• "SPV" means the special purpose vehicle, fund, or issuing entity that legally owns and administers the underlying asset behind an Offering.
• "Account" means the registered user profile you create to access the Platform.
• "Content" means text, data, graphics, and other materials made available on the Platform.

To use the Platform, you must:

• Be at least 20 years old (the legal age of majority in Thailand) or the age of majority in your home jurisdiction, whichever is higher, and have full legal capacity to enter into binding contracts;
• Not be located in, or a resident of, a jurisdiction where use of the Platform or a specific Offering would be unlawful;
• Not be listed on any applicable sanctions, watch, or debarment list;
• Complete our identity-verification and KYC/AML process to Focus50's satisfaction; and
• Where required by a specific Offering, meet any additional investor-qualification criteria (for example, accredited, high-net-worth, or institutional investor status) as determined under the Thai Securities and Exchange Act or the law of the relevant jurisdiction.

Focus50 reserves the right to decline, suspend, or terminate an Account where eligibility cannot be confirmed.

Focus50 operates a technology platform that curates, presents, and facilitates subscriptions to Offerings across the following Investment Segments:

Unless expressly stated otherwise for a specific Offering, Focus50 acts as a marketplace and technology provider connecting investors with Offerings structured and issued by independent SPVs or third-party originators. Focus50 is not the issuer of an Offering unless specifically identified as such, and does not itself take title to the underlying container, land, or solar asset. Depending on how a given Offering is structured, it may constitute a securities offering, an investment contract, or a revenue-sharing arrangement under Thai law, and its availability to you may depend on your investor classification and country of residence.

You agree to provide accurate, current, and complete information when registering and to keep it updated. You are responsible for maintaining the confidentiality of your login credentials and for all activity under your Account. You may hold only one Account, and Account rights are personal to you and non-transferable. You authorise Focus50 and its service providers to perform identity verification, KYC, AML, and sanctions/PEP screening checks, and you agree to promptly provide any additional documentation reasonably requested to complete or maintain that verification. Focus50 may suspend your Account or decline a transaction at any time if verification cannot be completed or if we reasonably suspect fraud, money laundering, or a breach of these Terms.

The general process for investing through the Platform is as follows, though specific steps, minimums, and timelines may vary by Offering and will be disclosed in the relevant Offering materials:

• Browse and review. You may view Offering materials, including projected returns, holding periods, and Segment-specific risk factors, before deciding to invest.
• Subscription. You submit a subscription request and fund it via an approved payment method, subject to any applicable minimum investment amount.
• Allocation. Where an Offering is oversubscribed, allocations may be made on a pro-rata, first-come, or other basis disclosed in the Offering materials.
• Holding period. Each Offering carries a target holding period disclosed at subscription; Investment Segments such as containers, farmland, and solar assets are generally illiquid and not intended for short-term trading.
• Distributions. Where an Offering generates income (e.g., lease or power-purchase payments), distributions are paid to investors in accordance with the Offering's schedule, net of applicable fees.
• Exit. Exit mechanisms (such as a scheduled buyback, asset sale, or secondary transfer, if available) are disclosed per Offering. Focus50 does not guarantee the availability of any exit mechanism or a specific exit timeline or price.

Focus50 and/or the relevant SPV may charge fees in connection with an Offering, which may include a platform or administration fee, an ongoing management fee, and transaction-processing fees charged by third-party payment providers. The applicable fee structure for each Offering will be disclosed before you subscribe. Fees are generally deducted from income prior to distribution or charged separately as disclosed. Focus50 may change its standard fee schedule prospectively, with notice, for future subscriptions; fees applicable to an Offering you have already subscribed to will not change retroactively except as disclosed in that Offering's documentation.

Content on the Platform, including Offering summaries, projected returns, and educational materials, is provided for general informational purposes only and does not constitute investment, tax, accounting, or legal advice, nor a recommendation or solicitation to buy or sell any investment. Focus50 is not your financial advisor, broker, or fiduciary unless separately and expressly agreed in writing. You are solely responsible for evaluating the merits and risks of any Offering and should consult your own independent professional advisors before investing.

Funds are transferred and held through third-party payment processors, banking partners, or escrow/custody agents, which may have their own terms and fees. Focus50 is not responsible for delays, failures, or errors caused by these third parties. We may place a hold on, delay, or reverse a transaction where required for AML compliance, fraud prevention, or to correct an error. Funds submitted for an Offering that is not fully subscribed, does not close, or is withdrawn will be returned to you in accordance with the process disclosed for that Offering.

You are solely responsible for determining and meeting any tax obligations, including income, withholding, and capital gains tax, arising from your use of the Platform and any investment made through it. Focus50 may withhold and report amounts where required by the Thai Revenue Code or other applicable tax law. Focus50 does not provide tax advice.

You agree not to:

• Provide false, misleading, or incomplete information during registration, KYC, or any Offering subscription;
• Use the Platform for money laundering, terrorist financing, or any unlawful purpose;
• Attempt to circumvent identity verification, investor-eligibility checks, or investment limits, including by operating multiple Accounts;
• Reverse-engineer, scrape, or interfere with the Platform's software, security, or infrastructure;
• Impersonate another person or misrepresent your affiliation with any person or entity; or
• Use the Platform in any manner that could damage, disable, or impair its operation, or interfere with any other user's use.

The Platform, including its software, design, text, graphics, logos, and the "Focus50" name and mark, is owned by Focus50 or its licensors and is protected by intellectual property laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform for personal, non-commercial investment purposes. You may not copy, modify, distribute, sell, or lease any part of the Platform, nor reverse-engineer or attempt to extract its source code, except as permitted by law.

The Platform may include content, documents, or links provided by SPVs, asset operators, payment processors, or other third parties. Focus50 does not independently verify, endorse, or guarantee the accuracy or completeness of third-party content and is not liable for it. Your interactions with third-party service providers linked from the Platform are solely between you and that third party.

By using the Platform, you consent to receive disclosures, agreements, notices, and other communications electronically, including by email, SMS, or in-app message, and you agree that your electronic signature on any subscription agreement or disclosure has the same legal effect as a handwritten signature. You may withdraw this consent at any time, subject to any resulting limitation on your ability to use the Platform.

Focus50 may suspend or terminate your Account or access to the Platform, with or without notice, if we reasonably believe you have breached these Terms, failed KYC/AML verification, engaged in fraudulent or unlawful conduct, or if required to do so by a regulator or law-enforcement authority. Suspension or termination of your Account does not affect your existing rights and obligations under any Offering you have already subscribed to, which continue to be governed by that Offering's own documentation. You may close your Account at any time by contacting us, subject to completion of any pending transactions and applicable regulatory record-keeping requirements. Sections of these Terms that by their nature should survive termination (including Sections 8, 9, 17, 18, 19, and 21) will survive.

THE PLATFORM AND ITS CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. FOCUS50 DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY PROJECTED RETURN OR OFFERING WILL BE ACHIEVED.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOCUS50 AND ITS OFFICERS, EMPLOYEES, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR INVESTMENT VALUE, ARISING FROM OR RELATED TO YOUR USE OF THE PLATFORM OR ANY OFFERING, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FOCUS50'S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING FROM THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO FOCUS50 (EXCLUDING AMOUNTS INVESTED IN AN OFFERING) IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) [INSERT NOMINAL CAP, E.G., THB 10,000]. NOTHING IN THESE TERMS EXCLUDES LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED, INCLUDING LIABILITY FOR FRAUD OR WILFUL MISCONDUCT.

You agree to indemnify and hold harmless Focus50 and its officers, employees, and affiliates from any claims, losses, liabilities, and expenses (including reasonable legal fees) arising from your breach of these Terms, your misuse of the Platform, or your violation of any law or third-party right.

Focus50 will not be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including natural disasters, war, civil unrest, government action, labour disputes, internet or telecommunications failures, or failures of third-party payment or banking infrastructure.

These Terms are governed by the laws of Thailand, without regard to conflict-of-law principles. Before initiating formal proceedings, the parties agree to attempt in good faith to resolve any dispute through direct negotiation. If a dispute is not resolved within [30] days, it will be referred to and finally resolved by arbitration administered by the Thailand Arbitration Center (THAC) under its arbitration rules then in force, with the seat of arbitration in Bangkok, Thailand, conducted in the English language. Each party waives any right to bring a claim as a class, collective, or representative action, to the extent permitted by law. Nothing in this section prevents either party from seeking interim injunctive relief from a court of competent jurisdiction, or from bringing a claim in small-claims court where available.

Depending on its structure, an Offering made available through the Platform may be regulated under the Thai Securities and Exchange Act B.E. 2535, the Digital Asset Business Emergency Decree B.E. 2561, or equivalent law in another jurisdiction. Offerings are made available only where Focus50 reasonably believes it is lawful to do so, and availability may be restricted based on your country of residence or investor classification. Nothing on the Platform is an offer or solicitation in any jurisdiction where such offer or solicitation would be unlawful. [Insert applicable licence or registration details, e.g., digital asset business licence number, or a statement that Focus50 operates under an exemption, once confirmed with counsel.]

We may update these Terms from time to time. We will post the updated Terms with a revised "Last updated" date and, for material changes, provide additional notice (such as an in-app message or email) before they take effect. Your continued use of the Platform after the effective date of an update constitutes your acceptance of the revised Terms. Changes will not retroactively alter the terms of an Offering you have already subscribed to.

• Entire agreement. These Terms, together with the Privacy Policy and any Offering-specific documentation, constitute the entire agreement between you and Focus50 regarding the Platform.
• Severability. If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force.
• No waiver. Focus50's failure to enforce any provision is not a waiver of its right to do so later.
• Assignment. You may not assign your rights under these Terms without our consent; Focus50 may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Notices. We may provide notices to you via the email or contact details associated with your Account.
• Language. Where these Terms are provided in a language other than English for convenience, the English version prevails in the event of a conflict.

Focus50
[Registered Address]
Email: info@focus50.app
Phone: [Insert phone number]