Legal

Terms and conditions.

1. Introduction and scope

These Terms and Conditions (the “Agreement”) govern the engagement between DQventures Pte. Ltd. (“DQ”, “we”, “us”) and the participating founder or founding team (“Founder”, “you”) for DQ’s 3-stage business building process: Explore → Validate → Scale (the “Engagement”). This Agreement covers the Explore Stage and Validate Stage only. If DQ launches other initiatives or products, separate terms may apply. If the “Founder” consists of more than one individual, each individual is jointly and severally liable for all obligations under this Agreement.

2. The program

The Engagement follows DQ’s structured approach to business building through two stages: (1) Explore Stage – initial business concept exploration and market research; (2) Validate Stage – customer validation, product development, and early revenue generation. The purpose is to explore and validate your business concept to determine its viability for incorporation and scaling. Any equity arrangements and shareholders’ agreements will be entered into separately from this Agreement.

3. Your financial commitment

You agree to pay a non-refundable Monthly Fee of USD $2,000. The Fee is payable for a maximum of 10 months, for a total cap of USD $20,000. The first payment is due upon acceptance of this Agreement and begins the Explore Stage. Subsequent payments are charged on the first day of each month. Payments may be made by bank transfer, debit/credit card, or other mutually agreed methods. You may cancel this Agreement and stop future payments by providing 7 days’ written notice to DQ. No refunds will be issued for fees already paid.

4. Our financial commitment

DQ agrees to provide up to USD $15,000 in Working Capital during the Validate Stage. Working Capital is used for: customer research and testing activities, product development and technical services, marketing campaigns and customer acquisition, legal and professional services, business tools and software subscriptions, and other third-party services directly related to business development. Working Capital is NOT used for: Founder personal expenses, travel, entertainment, personal equipment, coworking space fees, conferences, or Founder compensation. Working Capital is deployed at DQ’s sole discretion, though we will consult with you on its allocation.

5. Repayment upon success

If your venture is successful and a new company (“Venture Company”) is incorporated, the Venture Company will be obligated to make the following repayments: (1) Founder Fee Repayment: Repay the total Monthly Fees you paid (up to USD $20,000) back to you, the Founder; (2) Working Capital Repayment: Repay the Working Capital we invested (up to USD $15,000) back to DQ.

5.1 Revenue trigger

Repayments start when the Venture Company’s gross revenue hits USD $50,000. Repayments will be made from 20% of monthly net revenue until both amounts are fully paid.

5.2 Financing trigger

If the Venture Company raises at least USD $250,000 in an equity financing round, all outstanding amounts must be repaid in full from the proceeds, subject to approval from the new investors and permitted under the definitive financing documents. If financing terms restrict or prohibit such repayment, no repayment is due until another approved trigger occurs.

5.3 Repayment limits

The Venture Company’s repayment obligations are capped at: (i) the total Monthly Fees actually paid under this Agreement (maximum USD $20,000); and (ii) the total Working Capital actually advanced by DQ (maximum USD $15,000). If neither trigger is achieved, no repayment obligation arises. DQ will not refund Monthly Fees directly to the Founder – repayments are the Venture Company’s obligation.

6. Partnership assessment

Upon completing the Explore Stage, DQ will conduct a Partnership Assessment to determine whether to continue into the Validate Stage. Acceptance into the Explore Stage does not guarantee acceptance into the Validate Stage. You are not obliged to accept any invitation from DQ to continue. If required, DQ will pause your subscription during the assessment. If you are not accepted to continue, no further Monthly Fees will be due and the subscription will be cancelled.

7. Gate meetings

If you are accepted into the Validate Stage, DQ and you will hold stage gate meetings at the end of each phase to review progress:

  • Phase 1 (Testing) → Gate Meeting 1: Early Proof Assessment;
  • Phase 2 (Minimum Viable Business) → Gate Meeting 2: Early Revenue Assessment;
  • Phase 3 (Launch) → Gate Meeting 3: Early Scale Assessment;
  • Phase 4 (Fund – Optional) → Gate Meeting 4: Graduation Assessment.

While decisions are made collaboratively, DQ retains ultimate discretion at Gate Meetings to decide whether to continue into the next phase.

8. Intellectual property

Prior to incorporation of the Venture Company, any intellectual property (“IP”) developed during the Engagement will be owned by you, the Founder. Upon incorporation of the Venture Company, all IP will transfer to the Venture Company. You agree to execute all necessary documents to transfer the IP to the Venture Company – this is a condition for DQ’s continued involvement and any future funding. Both parties retain their pre-existing IP, except where agreed in writing otherwise.

8.1 Warranty

You warrant that your business idea is your own and will not infringe on the rights of any third party. You agree to indemnify DQ against claims, losses, or liabilities arising from your actions, breach of this Agreement, intellectual property rights infringement claims, or the operation of your business.

9. Confidentiality and data protection

Both parties will keep each other’s confidential information private, except where the information is already public, independently developed, or required by law. Both parties will respect applicable data protection laws. Personal data will be collected, stored, and used in accordance with applicable data protection laws, including EU GDPR, UK GDPR and Singapore PDPA. Refer to DQ’s Privacy Policy for further details.

10. No guarantee of results

DQ cannot guarantee that your business idea will succeed as a result of this Engagement. DQ makes no representation as to the commercial utility of its recommendations or that such recommendations will not infringe intellectual property rights of others. You are solely responsible for making all decisions and taking actions related to your business.

11. Limitation of liability

DQ shall have no liability whatsoever for your use of any information or service. This includes but is not limited to any indirect, special, incidental or consequential damages (including damages for loss of business, loss of profits, litigation) for any reason. This limitation of damages is fundamental to this Agreement.

12. Relationship of parties

This Agreement does not create an employment, partnership, or agency relationship between you and DQ. You are an independent contractor. Your participation in this Engagement is personal to you and cannot be transferred or assigned to anyone else.

13. Termination rights

Either party may terminate this Agreement with 7 days’ written notice. Termination does not affect any rights or obligations accrued before termination. Confidentiality, governing law, dispute resolution, and any repayment provisions continue to apply after termination.

13.1 Before incorporation

If terminated before Venture Company incorporation: Any IP developed during the Engagement will be owned by you, the Founder. Working Capital advances not yet made will not be provided by DQ. Monthly Fees not yet paid are no longer due. Recovery remains subject to the repayment provisions if incorporation later occurs.

13.2 After incorporation

If terminated after Venture Company incorporation: Any IP developed during the Engagement will be owned by the Venture Company. You retain day-to-day control of the Venture Company. Working Capital advances not yet made will not be provided by DQ. Monthly Fees not yet paid are no longer due. Recovery remains subject to the repayment provisions.

14. Marketing rights

DQ has the right to use your name, company name, and logo on its website and in marketing materials, subject to your reasonable approval.

15. Governing law and disputes

This Agreement is governed by Singapore law. Any dispute will be resolved as follows: (1) Good Faith Negotiation (30 days): Senior representatives from both parties will attempt to resolve the issue; (2) Mediation (60 days): If negotiation fails, we will engage a qualified mediator; (3) Binding Arbitration: If mediation fails, the dispute will be finally resolved by binding arbitration in Singapore under the SIAC Rules.

16. Notices

All formal communications (“Notices”) must be in writing and sent to the email addresses specified in this Agreement or as updated by either party in writing: arjun@dqventures.com.

17. Entire agreement

This Agreement constitutes the entire understanding between the parties regarding the Engagement. It supersedes all prior discussions, representations, or understandings, whether written or oral. Any changes must be made in writing and agreed by both parties in advance.