01 · SAFE Agreement (template) — Flow 1

Simple Agreement for Future Equity. Issuer: EVA DAVA EOOD (acting as temporary administrator, pre-incorporation of U21C); converts into equity of U21C on the Conversion Event. For qualified investors only, private, not a public offering. Shariah-adapted (equity participation — profit and loss — not debt/interest). First draft for DIFC/corporate counsel + Shariah review. Not legal advice or an offer of securities.

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Parties

Company (Issuer): EVA DAVA EOOD, a company incorporated in Bulgaria, VAT BG207945177, seat Burgas, Bulgaria (the "Administrator"), acting for and on account of the company to be incorporated as U21C in the DIFC (the "Future Company").

Investor: [name / entity], [jurisdiction] (the "Investor").

Investment Amount: [USD/EUR ______] (the "Purchase Amount").

1. Nature of the instrument

1.1 This is an agreement for future equity in the Future Company (U21C). It is not a loan, not a debt instrument, and bears no interest or guaranteed return. The Investor's return, if any, arises solely from participation in the equity (profit and loss) of U21C — consistent with Shariah equity participation (Musharakah).

1.2 The Investor acquires rights only in U21C (the operating/technology company). The Investor acquires no right, title or interest in any Waqf, in Waqf capital, or in Waqf assets, which are separate and irrevocable.

2. Use of the Purchase Amount

The Purchase Amount is applied to: building the MVP and platform, legal and incorporation costs (including U21C and, where applicable, the Waqf), design, development, marketing, and general pre-launch operations. Held by the Administrator on a segregated, separately-accounted basis (see doc 03).

3. Conversion

3.1 Conversion Event: the earlier of (a) incorporation of U21C and its first priced equity financing (the "Equity Financing"), or (b) [long-stop date / liquidity event].

3.2 On the Conversion Event, the Purchase Amount converts into shares of U21C at the lower of:

• the price implied by the Valuation Cap of [USD ______] (post-money); and
• the Equity Financing price per share less a [20]% discount.

3.3 Illustrative cap table at first close (to be finalised): Founder [80]% · SAFE pool [20]% (or [10]%). Subsequent rounds remain available and may dilute pro rata.

3.4 If no Conversion Event occurs by [long-stop date], the parties will negotiate in good faith; failing agreement, [the Purchase Amount converts at the Valuation Cap into U21C / or other agreed treatment]. There is no repayment obligation and no interest.

4. Registry

The Administrator records this SAFE in the SAFE Registry (doc 02): Investor, amount, date, discount, cap, and unit entitlement. On incorporation of U21C, the Registry becomes the basis of U21C's shareholder register and this SAFE converts accordingly.

5. Investor representations

The Investor represents that it is a qualified / professional investor, is not relying on any guarantee of return, has conducted its own due diligence, can bear the total loss of the Purchase Amount, and is not subject to sanctions; and it completes KYC/AML (doc 05).

6. Risk & disclaimer

The Investor acknowledges the risk disclosure (doc 06): the project is early-stage and may fail; this instrument is speculative, illiquid, and at risk of total loss; it is private and not an offer of securities to the public; Shariah treatment is pending the Shariah Supervisory Board / fatwa.

7. Confidentiality; assignment; entire agreement

Standard. This SAFE is confidential; not assignable without consent; constitutes the entire agreement on its subject matter.

8. Governing law & dispute resolution

Per doc 00 Part A: DIFC law; arbitration under the DIAC Rules 2022, seat DIFC, English, DIFC Courts curial; Shariah referral to the Shariah Supervisory Board.

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Signatures. For the Administrator (EVA DAVA EOOD): __________ · The Investor: __________ · Date: __________

Attach: Proof of Payment (doc 07) · Investor qualification & KYC (doc 05).