Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
Connecting the dots of urban mobility

                                             GOVERNMENT

                                 INSURANCE

            Lightpaper - V1.03
                April 19, 2019
Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
DISCLAIMER
This document has been prepared by VMC.ai B.V., a limited liability company (‘besloten
vennootschap’) registered in the Netherlands. The document does not constitute an offer to sell,
or a solicitation of an offer to buy, VMC Security Tokens (VMC-STs). The document is drafted
for informational purposes only and it describes a project under development. The information
in this document, including, but without limitation, information regarding VMC’s business plans,
strategies, technical information and VMC’s planned Security Token Sale, is therefore provided
‘as is’, meaning no warranties or representations are made as to the accuracy, completeness,
reliability, feasibility or adequacy of the information. Any statements that are not recitations of
historical fact are forward-looking statements, based in part or in full, on assumptions, analysis
and understandings of VMC at the time of drafting. In Particular, but without limitation, with
regards to such forward-looking statements, the reader should be aware of the uncertainty of
future events and that actual results, developments and plans may turn out very differently than
described, in light of changed market conditions, plans, strategies or other circumstances. The
information in this document, as well as any business plans or strategies of VMC, are subject
to constant changes by VMC, who reserves all rights to make such changes. No warranties or
representations are made that this document will always reflect the most current state of the
project or the current business plans of VMC.

While this document does not constitute an offer to sell, or a solicitation of an offer to buy
VMC Security Tokens (VMC-STs), it describes VMC’s plans to do a so-called Security Token Sale
(STO), in which VMC-STs are sold to investors. The VMC Security Tokens sold by VMC.ai B.V.
give a right to a share of the revenues originating from transaction costs on the blockchain-
based mobility payment infrastructure that is being developed VMC. The described STO is
not under the supervision of the Netherlands Authority for the Financial Markets (AFM) or any
other securities regulator, and no license or prospectus is required for the offering within the
Netherlands. An AFM information document will be registered with the AFM and provided to
prospective investors, containing information disclosures on, amongst others, VMC business,
applicable risks, the VMC-ST offering and VMC’s financial history. VMC.ai B.V. reserves the right
to deny any investor from participating in the STO on any grounds, without giving reasons.

Information in this document regarding the VMC-STs, rights of investors and/or the security
token sale is not part of any agreement between prospective investors and VMC. Prospective
investors should therefore review the applicable SAFT or Subscription Agreement, as well as the
Terms and Conditions for complete information concerning the rights, privileges and obligations
of VMC-STs investors.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
If any of the terms, conditions or other provisions of the SAFT or the Subscription Agreement
are inconsistent with or contrary to any information, terms or conditions found in any other
documentation, those terms found in the SAFT or the Subscription Agreement will prevail.

An investment in VMC-STs may involve a high degree of risk, volatility and illiquidity. A prospective
purchaser should therefore thoroughly review the information found in the applicable SAFT or
Subscription Agreement and the Terms and Conditions, the AFM Information Document and the
Investment Memorandum, and carefully consider whether an investment in VMC-STs is suitable
to the investor’s financial situation and goals. Prospective investors should further consult
with their own legal, investment, tax, accounting, and other advisors to determine the potential
benefits, burdens, and other consequences of such an investment, and the legal requirements
applicable to them in respect of the acquisition, holding and disposition of VMC-STs upon their
delivery, including the relevant income and other tax consequences applicable.

VMC-STs have not been and will not be approved or disapproved by any regulatory authority of
any jurisdiction. The VMC token sale is open to investors that are residents of the Netherlands,
under an exemption from applicable prospectus requirements allowing Dutch companies to
raise a maximum of EUR 4,999,999,- over a period of 12 months, without the registration and
approval of a prospectus. Investors that are not residents of the Netherlands can contact VMC
to explore the possibility of an offer being made by VMC for those investors, under exemptions
from securities regulations in their respective jurisdictions that may be applicable. VMC-STs
have not been and will not be registered or approved under the United States Securities Act of
1933, but may be sold in reliance to the Rule 506(c) of Regulation D exemption to US ‘accredited
investors’. The VMC-ST offering, in any case, does not constitute an offer to sell, or a solicitation
of an offer to buy, VMC-STs in any jurisdiction in which it is unlawful to make such an offer or
solicitation, including, but without limitation, Bosnia and Herzegovina, the Democratic People’s
Republic of Korea (North Korea), Ethiopia, Iran, Iraq, the People’s Republic of China, Sri Lanka,
Syria, Trinidad and Tobago, Tunisia, Vanuatu or Yemen.

The amount of tokens that will be sold during VMC’s Security Token Offering (STO) may differ
from the amount of tokens displayed in this document and in other documentation. At maximum,
VMC will raise EUR 4,999,999.- during its Security Token Offering (the ‘Hard-Cap’). Any tokens
that are reserved for the VMC-ST, but remain unsold after the STO ends or Hard Cap is reached
will be burned.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
TABLE OF CONTENT
1 INTRODUCTION							                                             4

2 PROBLEM STATEMENT					                                          5

3 THE SOLUTION: VMC CORE 				                                     7

4 OUR BUSINESS MODEL & ROADMAP		                                10

5 INVEST IN THE NEW MOBILITY ECONOMY                            15

6 TEAM									                                                 19

7 CONCLUSION							                                             22

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
1 INTRODUCTION
The human mobility marketplace is growing and changing rapidly. Although diverse in its nature,
the transition takes place on two fronts: the shift from private ownership-based models to MaaS
(“Mobility as a Service”) and the eventual shift from human operated vehicles to autonomous
vehicles.

Driven by the desire to become the dominant solution, existing large corporations and emerging
mobility providers are building centralized ecosystems. The result is a highly fragmented
landscape. Stuck in a “winner takes all” struggle, front-end integrators think the solution is to
deliver one app; their app. But they miss the point. The new mobility economy should not be
owned or operated by a single player.

Meanwhile, new concepts like MaaS cannot come to its full fruition. Travelers have to use
different applications, payment methods and currencies to discover and use mobility services.
Data is not shared and platforms are closed, leaving smart cities with little possibilities to
solve their mobility challenges, while the privacy of travelers is continuously at stake. The
consequences are severe: our use of roads, vehicles and resources is extremely inefficient.
Pollution, congestion and poorly connected regions are among the outcomes. But mobility has
become a basic need for people and society as a whole. Access to mobility and quality of life are
closely correlated, which is why the mobility industry needs open standards and decentralized
solutions.

Our purpose is to enable innovation and openness in the existing markets and facilitate
the shift to MaaS and autonomous vehicles. This is why we developed an open
platform (VMC CORE) for the new mobility economy, accessible for all stakeholders.
From mobility companies to insurance agencies and from developers to smart cities.

VMC CORE contains a transaction, data and identity ledger. By sharing a transaction ledger,
mobility providers can (co)operate without the need for intermediaries, payment providers or
proprietary apps. VMC CORE is powered by a stable-token called VAI. Open and normalised sets
of data allow anyone to perform data analysis in order to help to improve the current mobility
landscape. Personal data can only be managed by the rightful owner of this data: the individual
user. VMC is redefining the future of human mobility.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
2 PROBLEM STATEMENT
In order to transform the mobility economy, many challenges will need to be overcome. We have

categorised these important challenges into three main areas.

2.1 Lack of cooperation and trust
Most of the current innovations are created in de facto closed ecosystems with their own

payment methods, hardware, algorithms, databases and software solutions. The consequence

is a non-cooperative, zero-sum game in which actors (such as mobility providers, data providers,

governments and individual mobility consumers) rarely develop a strategy in which they can

effectively collaborate in order to achieve the best possible result for everybody involved.

The lack of a technological foundation for cooperation is one of the reasons why the MaaS

industry is not growing as fast as it could. Data normalisation between companies is a huge

(technological, organisational and political) task and connecting legacy APIs is inefficient.

The result is a fragmented landscape in which interoperability is impossible or very expensive.

2.2 Privacy, data breaches and fair competition
Large companies are the force behind most mobility innovations and technological

developments. By the laws of capitalism, they are destined to compete with each other. All too

often, societies and customers pay a heavy price, as they are forced to contribute to a system

of pollution, congestion and expensive fares. At the same time, workers get squeezed with

worsening conditions and wages, while shareholders reap the benefits. Users, data, revenue and

market share are the key drivers to large mobility corporations. But user experience, cooperation

and privacy only become relevant when it is a competitive advantage or when it is enforced

by law. As a consequence, these companies are building isolated silos of data. This data is

primarily used for inward facing business analysis and commercial improvements and only in

rare cases for community improvements.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
In these centralized ecosystems, an exponential amount of personal data is stored. Even if we

lived in a society where we could properly trust and enforce the ethical standards of these

companies and governments, there would still be no guarantee against hacks and data leaks.

Another consequence is that while these data ‘owners’ keep and use this data to develop intelligent

algorithms and solutions for themselves, smaller companies or individual developers do not

have the access or means to do so. Not only does this pose substantial barriers to entry on the

mobility market, it also greatly limits the potential for innovation and collaboration. It increases

the gap and erects barriers between big corporations, governments and people.

2.3 Poor user experience for travelers
As a consequence of the issues above, the user experience for travelers is poor. There is an

enormous and growing number of incompatible applications, all pieces of a vast puzzle, and

all requiring separate accounts and payment methods. Travelling between cities, regions and

countries is an even bigger challenge. Simple scheduling is very difficult and there is no such

thing as a seamless trip.

Companies that offer “integration” or “hub” services through mobile applications typically take

the client relationship away from mobility companies and only add more complexity to the

mobility domain, instead of improving it.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
3 THE SOLUTION: VMC CORE
We introduce VMC CORE: a distributed platform specifically designed to solve the challenges in

the mobility industry. VMC CORE is enabled by the usage of blockchain technology and is fast,

secure and decentralized by design. It provides for the complete underpinnings of an integrated

mobility economy, without the need for large and costly centralised control mechanisms.

Mobility providers can easily connect their vehicles to the network, while developers can build

apps on VMC CORE, using the APIs we provide. As a global mobility network, VMC CORE allows

any stakeholders to utilize its capabilities, including taxi hailing and public transport services, as

well as, micro mobility companies, smart cities and insurance companies.

3.1 Our technology
To reach our goals, we need a fast, secure and scalable platform. The VMC CORE blockchain

is designed with a focus on scalability. Transactions can be processed in parallel, decreasing

block creation and validation time. VMC CORE contains three separate but connected ledgers:

      A transaction ledger powered by a stable token (enabling fast and easy transactions).

      A data ledger (enabling real-time transport data analytics).

      An identity ledger (enabling user management of privacy and sensitive data).

To guarantee the speed and quality of the VMC CORE blockchain, VMC CORE is a permissioned

blockchain that builds and runs in an environment for smart contract execution. VMC CORE is

open for all mobility related projects, from huge mobility companies to small startups.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
The VMC technology stack uses many components from the Hyperledger Sawtooth framework

as a technical foundation. Sawtooth is an open source and modular platform for building,

deploying and running distributed ledgers. More technical details can be found in our whitepaper.

Image 1: Technical design VMC CORE

3.2 Benefits for mobility companies
Mobility companies can now use an open and scalable platform to deliver the best experience

to travelers, enable easy collaboration with other companies and get the opportunity to join a

network on which all other stakeholders (governments and insurance companies) participate

as well. Below we have listed some advantages compared to old, centralised systems.

      Easy standards for cooperation with other mobility companies and franchise operators.

      Access to real-time data (check-ins, location, performance, etc).

      Automatic execution of contractual agreements via smart contracts.

      Freedom to build your own digital experience without having to sacrifice
      interoperability.

      Dynamic pricing (using real-time data, loyalty programs, etc).

      No single point of failure of the network.

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Connecting the dots of urban mobility - Lightpaper - V1.03 April 19, 2019 - VMC.ai
VMC is software based and therefore easy to integrate.

      No need for expensive hardware.

      Low costs, instant (p2p) transactions.

3.3 What VMC means for travelers
Because mobility companies can offer their services in a more effective way, the real benefit is

ultimately for the traveler and the citizens of urban environments. Using a shared platform, all

stakeholders can deliver efficient services while drastically decreasing pollution and congestion.

Below we have listed some advantages for travelers:

      Frictionless journeys.

      1 ticket, multiple providers.

      Privacy and data is protected by default.

      Advanced ticketing options - e.g. being able to purchase multiple tickets for groups,
      fellow travelers or special needs.
      Real-time account overview and check-in/out status correction.

      Real-time assistance in failure cases such as delay, rerouting, compensation &
      insurance.

                        VMC.AI - Connecting the dots of urban mobility                   10 / 22
4 BUSINESS MODEL & ROADMAP
The Public Transport marketplace alone is expected to grow from $500 billion to $1 trillion

between 2020 and 2030. These are massive numbers and are but an indication of the size

and impact of the expected changes in mobility. Traditionally, much of this growth has come

from the public sector, such as trains and buses, especially in developing countries. While more

growth can be expected from the public sector, the private sector for transport mobility services

is starting to grow exponentially, with innovative transportation solutions in the smart,

connected / shared and autonomous space.

4.1 Key market figures
There are multiple research reports available that predict that the market for MaaS is a strong
growth market, in which high impact developments on technical, social and mobile areas come

together. The value of the global MaaS market is expected to grow from EUR 30 billion in 2018 to

EUR 1,75 trillion in 2030. Adding shared mobility and public transport to this, our target market

is currently at least $600 billion and will grow within 10 years towards $1.6 trillion.

4.2 Transaction costs & Business drivers
The VMC network is open and free for anyone to access. Anyone can build applications on the

network and connect vehicles, without a fee. Payment transactions on VMC Core are subject to

small fees where the transaction involves corporate mobility applications. This is VMC’s main

revenue stream. A significant proportion of this fee will also be distributed to the holders of the

VMC-ST security token.

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The different types of shared and public transport will grow closer together. In this development,

we see three target groups for our solutions:

      Smart cities and nations.

      Public transport companies.

      Micro mobility companies (scooters, steps, etc.).

We expect that our growth will come from cities with a population of at least 1 million. There are

550 of these worldwide, with an average size of 3.2 million citizens. In our current outlook, we

expect to service at around 40 cities by 2023.

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4.4 The blockchain bus

VMC is the first in the world to develop an open mobility platform, using blockchain technology

that is actually operational. We did various proof of concepts where we have installed hardware

wallets in busses from our partner Arriva (Deutsche Bahn). At this very moment, people are

downloading the app, taking the bus and paying with tokens.

                       VMC.AI - Connecting the dots of urban mobility                 13 / 22
4.5 Roadmap

                                                                               2017
                                                                               • The company is established
                                                                               • Start of the VMC project
                                                                               • Partnership with one of Europe’s
                                                                                    leading public transport companies
               Q1-Q2 2018
        • Write the first release
             of the white paper
      • First release of Testnet
 • Blockchain Testnet goes live
                                                                               Q3-Q4 2018
                                                                               • First app on VMC core
                                                                               • Growing the team
                                                                               • World’s first blockchain bus is
                                                                                    operational
                    Q1 2019
       • Open Singapore office
• Security Token Offering (STO)

                                                                               Q2 2019
                                                                               • Architectural design improvements
                                                                                    with focus on scalability
                                                                               • Implement solution with electonic
                                                                                    payment provider
                                                                               • Built loyalty program
               Q3-Q4 2019                                                      • Built full blockchain platform for
          • Roll-out of VMC GO                                                      e-scooter customer
     • Blockchain MainNet live
                 • Trip planner
                • NFC support
       • Release open protocol                                                 Q1-Q2 2020
                                                                               • Data ledger
                                                                               • Open data API
                                                                               • Extending mobility provider
                                                                                    integration capabilities

                                                    FUTURE

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VMC.AI - Connecting the dots of urban mobility   15 / 22
5 INVEST IN THE NEW MOBILITY
ECONOMY
We believe in the value created by better mobility options for our communities, economies and

quality of life. We believe that a high-quality and affordable ecosystem of on demand mobility

services is absolutely essential for cities and nations. To scale up our business and speed up the

technical development of our platform, we offer a unique investment opportunity to the crowd.

5.1 STO overview

Token name                                                VMC-ST

Blockchain                                                Stellar

Security token type                                       Revenue share

Token price at public sale                                € 0.20

Total token supply                                        100,000,000

Available in Private Sale                                 25,000,000

Minimum Investment (Private Sale)                         € 5,000.-

Discount (Private Sale)                                   30%

Available in Public Sale                                  20,000,000

Starting date Public Sale                                 3 June 2019

Soft cap                                                  € 1 MLN

Hard cap                                                  € 4.999.999,-

Accepted currencies                                       EUR, BTC, ETH, XLM

Issuing body                                              VMC.ai B.V.

Country of issuance                                       The Netherlands

                       VMC.AI - Connecting the dots of urban mobility                    16 / 22
5.2 VMC-ST explained
VMC utilizes a dual token structure. Users of our platform will be provided a stable coin

called ‘VAI’ to use the services offered by mobility service providers on the network.

This stable coin is directly tied to the value of the euro, and is fully backed by 1:1

reserves. In other words, every euro used to acquire VAI is kept safely in a bank account.

For its revenues, VMC charges a small transaction fee for every transaction in VAI. At the end of

every month, a portion of these revenues is shared automatically with holders of VMC’s Security

Token, the VMC-ST. As our platform grows, and an increasing amount of mobility service providers

is connected, the amount of transaction fees is expected to grow substantially, rewarding token

holders in the process. To incentivize a long-term view, VMC rewards token holders that own

tokens for a longer period of time with a higher percentage of the platform’s revenues.

      Hold for : 0 - 3 months, receive 5%

      Hold for : 4 - 6 months, receive 10%

      Hold for : 7 - 12 months, receive 20%

      Hold for : 13 months or longer, receive 40%

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5.3 Example calculations

If an investor holds 1% of all VMC-STs for a period of 4 months, the investor’s right to the

platform’s revenues will be calculated as follows:

               3 * 0.01* monthly revenue * 0.05 + 0.01 * monthly revenue * 0.1

If an investor holds 2% of all VMC-STs for a period of 13 months, the investor’s right to the

platform’s revenues will be calculated as follows:

            3 * 0.02 * monthly revenue * 0.05 + 3 * 0.02 * monthly revenue * 0.1 +

              6 * 0.02 * monthly revenue * 0.2 + 1 * 0.02 * monthly revenue * 0.4

5.4 Legal qualification of the VMC-ST
VMC.ai B.V. is a limited liability corporation (‘besloten vennootschap’) incorporated in the

Netherlands. A VMC-ST represents a contractual claim to a portion of VMC’s revenues

originating from transaction costs on the blockchain-based mobility payment infrastructure by

VMC.ai B.V. In the Netherlands, the jurisdiction of issuance, the VMC-ST is, or will be, classified

as a security (‘effect’) under the Dutch Act on Financial Supervision (‘Wet Financieel Toezicht’),

and it may qualify as a security in other jurisdictions. The VMC-ST is offered in the Netherlands

under an exemption to the legal requirement to publish an approved prospectus which allows
companies to less than EUR 5 million from the general public over a period of 12 months.

Although this does not mean that the STO falls under the supervision of the Dutch Authority

for Financial Markets (‘AFM’), the information disclosure document imposed by this exemption

allows our investors to better understand the risks associated with an investment in VMC-STs.

Investors that are not residents of the Netherlands can contact VMC to explore the possibility of

an offer being made by VMC for those investors, under exemptions from securities regulations

in their respective jurisdictions that may be applicable. VMC-STs have not been and will not

be registered or approved under the United States Securities Act of 1933, but may be sold in

reliance to the Rule 506(c) of Regulation D exemption to US ‘accredited investors’.

                        VMC.AI - Connecting the dots of urban mobility                    18 / 22
5.5 Tokenomics
                                    9,91%       5%
                                                        6%

                     15,09%
                                                                  14%

                                       VMC-ST
                                  100,000,000 tokens

                                                                 15%
                        20%

                                             15%

                                         *

                 *    Date: April 2, 2019

   19 / 22             VMC.AI - Connecting the dots of urban mobility
6 TEAM
We founded VMC in 2017, driven by a mission. We want to build the technical foundations on

which a new mobility paradigm can be built. We work with the brightest minds of the industry.

From AI specialists to former bankers and sociologists. One of the reasons we are able to get

large and complex work done, is our great team spirit.

6.1 Team

    Jochem Verheul                    Ruurd Somberg                      Dick Roeffen
            CEO                              CFO                             COO

     Max Mijnheer                   Georgios Trachanis                    Erik Odijk
       Lead Architect             Lead Blockchain Developer              Lead Designer

                        VMC.AI - Connecting the dots of urban mobility                 20 / 22
Ramon Groen                     Fabian Wolter                      Karin Lilliehöök
   Partnerships Europe              Backend Developer                   Backend Developer

    Ilias Boulahtari               Dennis Roelofsen                       Thijs Maas
   Frontend Developer                 Lead Marketing                Legal Strategist and
                                                                        Blockchain Expert

    Camelia Herbil                 Mauro Bortolotto
   Marketing Strategist             Industrial Designer

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6.2 Advisors

       Tim Wouda               Rajarshi Rakesh Sahai              Michel van Maanen
Head of mobility at Ericsson      Former OFO executive                 Trans dev executive

      Martin Klug                    Remus Deac                         Patrick Ryan
  Business Development            Blockchain & Funding                 Growth & Finance
         Germany

   Mathys Van Abbe                     Julia Bron
      Growth & Tech                 Legal & Business

                      VMC.AI - Connecting the dots of urban mobility                  22 / 22
7 CONCLUSION
A wave of advances in technology is driving changes in society. For the mobility sector, technical

developments and emerging (MaaS) innovations are coming together, creating the perfect

timing for VMC. We have been working on our team and technology since 2017 and have a

battle-tested, up and running platform with mobility partners and real users.

We have the first mover advantage and aim to redefine the relation between people, cities and

mobility. To support our cause, investors have a great opportunity to step in and support VMC.

Together we can transform the mobility economy and inclusive, democratic and transparent

domain.

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