INVESTOR RIGHTS AGREEMENT

Effective Date: 1 May 2026
Company: Gamezon Space Corporation
Jurisdiction: Republic of Kenya

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TABLE OF CONTENTS

1. Introduction

2. Definitions

3. Purpose of Agreement

4. Investor Rights Overview

5. Information Rights

6. Inspection Rights

7. Voting Protections

8. Participation Rights

9. Anti-Dilution Protections

10. Exit Provisions

11. Dividend Rights

12. Board Observation & Representation Rights

13. Reserved Matters

14. Confidentiality Obligations

15. Compliance Requirements

16. Risk Disclosure

17. Transfer Restrictions

18. Investor Communications

19. Data Protection & Privacy

20. Limitation of Liability

21. Dispute Resolution

22. Governing Law

23. Amendments

24. General Provisions

25. Execution & Signatures

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1. INTRODUCTION

This Investor Rights Agreement (“Agreement”) is entered into between Gamezon Space Corporation (“Company”) and the investors and shareholders participating in the Company’s funding activities (“Investors”).

This Agreement establishes certain rights, protections, obligations, and governance provisions applicable to investors and shareholders in connection with their ownership interests in the Company.

The Agreement is intended to promote:

• Investor confidence

• Corporate transparency

• Responsible governance

• Fair shareholder participation

• Long-term enterprise growth

• Regulatory compliance

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2. DEFINITIONS

“Board”

Means the Board of Directors of Gamezon Space Corporation.

“Company”

Means Gamezon Space Corporation including its subsidiaries, affiliates, successors, and permitted assigns.

“Investor”

Means any individual, institution, strategic partner, shareholder, or entity holding equity or investment interests in the Company.

“Shares”

Means equity securities issued by the Company.

“Funding Round”

Means any approved capital raising activity including Pre-Seed, Seed, Series A, Series B, or future funding stages.

“Confidential Information”

Means all non-public operational, financial, technical, strategic, or shareholder information relating to the Company.

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3. PURPOSE OF AGREEMENT

This Agreement is designed to:

• Protect investor interests

• Establish shareholder participation rights

• Define governance protections

• Support transparent communication

• Regulate investor participation

• Provide operational clarity

• Strengthen long-term investor relationships

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4. INVESTOR RIGHTS OVERVIEW

Subject to applicable laws, share class rights, governance policies, and Company procedures, investors may be granted certain rights including:

• Information rights

• Inspection rights

• Voting protections

• Participation rights

• Anti-dilution protections

• Exit rights

• Governance participation

• Communication access

These rights may vary depending on:

• Investment structure

• Share class

• Funding stage

• Regulatory requirements

• Board-approved investment terms

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5. INFORMATION RIGHTS

Investors may have the right to receive certain Company information for investment monitoring and governance transparency purposes.

Information May Include

• Financial summaries

• Revenue reports

• Corporate updates

• Funding announcements

• Governance reports

• Strategic updates

• Operational milestones

• Investor communications

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Reporting Frequency

Information may be provided:

• Quarterly

• Semi-annually

• Annually

• Upon material corporate events

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Limitations

The Company may withhold information where disclosure may:

• Violate legal obligations

• Compromise confidentiality

• Affect cybersecurity protections

• Harm competitive positioning

• Breach regulatory restrictions

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6. INSPECTION RIGHTS

Subject to confidentiality obligations and applicable laws, qualified investors may request reasonable access to certain Company records for due diligence and governance oversight purposes.

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Inspection Areas May Include

• Corporate records

• Financial reports

• Governance documentation

• Shareholder registers

• Compliance records

• Strategic reports

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Conditions

Inspection rights may be subject to:

• Advance written notice

• Confidentiality obligations

• Regulatory restrictions

• Security procedures

• Board approval where necessary

The Company may restrict access to highly sensitive or protected information.

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7. VOTING PROTECTIONS

Investors may have voting rights proportional to their ownership interests or as defined under share class rights and investment agreements.

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Voting Matters May Include

• Director appointments

• Share issuances

• Mergers and acquisitions

• Governance amendments

• Capital restructuring

• Major operational decisions

• Liquidation approvals

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Minority Protections

The Company may implement protections designed to support fair treatment of minority investors and shareholders.

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8. PARTICIPATION RIGHTS

Existing investors may have rights to participate in future approved funding rounds.

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Participation Rights May Include

• Proportional participation opportunities

• Priority access to new issuances

• Rights to maintain ownership percentages

• Participation notifications

Participation rights may be subject to:

• Regulatory compliance

• Eligibility verification

• Investment limits

• Board approval

• Funding round requirements

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9. ANTI-DILUTION PROTECTIONS

Subject to investment terms and share class provisions, certain investors may receive protections intended to reduce the impact of future equity dilution.

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Anti-Dilution Mechanisms May Include

• Weighted average adjustments

• Conversion price adjustments

• Participation rights in future issuances

• Priority subscription opportunities

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Limitations

Anti-dilution protections may not apply in circumstances involving:

• ESOP allocations

• Strategic partnerships

• Approved acquisitions

• Regulatory requirements

• Board-approved restructuring activities

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10. EXIT PROVISIONS

Investors may participate in approved liquidity or exit events in accordance with Company policies, shareholder agreements, and applicable laws.

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Exit Events May Include

• Acquisition transactions

• Strategic mergers

• Share buybacks

• Secondary share sales

• Public market listings

• Corporate restructuring transactions

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Transfer Restrictions

Share transfers may require:

• Compliance verification

• Board approvals

• Shareholder notifications

• Execution of transfer documentation

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Drag-Along Rights

Majority shareholders may require minority participation in approved sale transactions subject to fair treatment obligations.

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Tag-Along Rights

Minority investors may have rights to participate proportionally in qualifying share sale transactions.

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11. DIVIDEND RIGHTS

Investors holding eligible shares may be considered for dividend distributions subject to:

• Company profitability

• Cash flow performance

• Growth strategy

• Board recommendations

• Shareholder approvals

• Expansion priorities

The Company may prioritize reinvestment into operational growth and infrastructure development.

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12. BOARD OBSERVATION & REPRESENTATION RIGHTS

Certain qualified investors may be granted:

• Board observation rights

• Advisory participation

• Board representation opportunities

Such rights shall be governed by:

• Investment agreements

• Governance policies

• Regulatory requirements

• Board procedures

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13. RESERVED MATTERS

Certain corporate actions may require enhanced investor or shareholder approval.

Reserved matters may include:

• Amendments to constitutional documents

• Significant borrowing

• Share capital restructuring

• Mergers or acquisitions

• Major asset sales

• Public offerings

• Liquidation decisions

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14. CONFIDENTIALITY OBLIGATIONS

Investors agree to maintain strict confidentiality regarding:

• Financial information

• Shareholder records

• Technology systems

• Strategic plans

• Proprietary information

• Governance discussions

Confidential information may not be disclosed without authorization except where legally required.

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15. COMPLIANCE REQUIREMENTS

Investors shall comply with:

• Applicable securities laws

• AML regulations

• KYC procedures

• Tax obligations

• Data protection laws

• Corporate governance requirements

The Company reserves the right to request updated compliance documentation where necessary.

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16. RISK DISCLOSURE

Investors acknowledge that investments in private companies involve risks including:

• Market risks

• Liquidity limitations

• Technology risks

• Regulatory changes

• Competitive pressures

• Operational challenges

No guarantees are made regarding future financial performance or investment returns.

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17. TRANSFER RESTRICTIONS

Investors may not transfer shares except in accordance with:

• Applicable laws

• Company approval procedures

• Shareholder agreements

• Compliance requirements

Unauthorized transfers may be considered invalid.

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18. INVESTOR COMMUNICATIONS

The Company may provide investors with updates through:

• Investor newsletters

• Email announcements

• Dashboard notifications

• Corporate reports

• Webinars

• Annual meetings

Updates may include:

• Funding activities

• Strategic developments

• Financial milestones

• Product launches

• Governance updates

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19. DATA PROTECTION & PRIVACY

The Company shall implement reasonable safeguards supporting:

• Secure investor information handling

• Controlled data access

• Consent-based processing

• Cybersecurity management

• Regulatory compliance

Investor data may be processed in accordance with applicable privacy laws and Company policies.

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20. LIMITATION OF LIABILITY

To the maximum extent permitted by law, the Company shall not be liable for indirect, speculative, consequential, or incidental losses arising from investor participation or investment activities.

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21. DISPUTE RESOLUTION

Good Faith Negotiation

Parties agree to attempt resolution through good faith negotiations.

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Mediation

Unresolved disputes may proceed to mediation.

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Arbitration

Where mediation fails, disputes may be resolved through binding arbitration in accordance with applicable laws.

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22. GOVERNING LAW

This Agreement shall be governed by the laws of the Republic of Kenya unless otherwise required by applicable regulations.

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23. AMENDMENTS

This Agreement may only be amended through written approval in accordance with applicable governance procedures and shareholder requirements.

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24. GENERAL PROVISIONS

Entire Agreement

This Agreement constitutes the complete understanding regarding investor rights and protections.

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Severability

If any provision is determined unenforceable, remaining provisions shall remain valid.

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Electronic Signatures

Electronic signatures and digital execution may be accepted where legally permitted.

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25. EXECUTION & SIGNATURES

By signing this Agreement, the parties confirm that they:

• Have read and understood the Agreement

• Accept the rights and obligations herein

• Agree to comply with applicable laws

• Acknowledge associated investment risks

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COMPANY EXECUTION

Gamezon Space Corporation

Authorized Representative: _________________

Title: __________________________________

Signature: ______________________________

Date: _________________________________

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INVESTOR EXECUTION

Investor Name: __________________________

Signature: ______________________________

Date: __________________________________

Investment Amount: ______________________

Shareholding: ___________________________

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WITNESS

Witness Name: __________________________

Signature: ______________________________

Date: _________________________________