Terms and conditions

Potential investment listings on this Site are only suitable for Accredited Investors who are familiar with and willing to accept the high risk associated with private investments. Securities sold through private placements are not publicly traded and, therefore, are less liquid.  Sellers and purchasers of any interests listed on this Site on the Listing Hub or otherwise (“Sellers” and “Purchasers”, as applicable) acknowledge that they are responsible for their own due diligence, compliance with securities laws, funding obligations, legal compliance and closing the sale and purchase separate and apart from the Site.  Each Seller listing an interest on this Site on the Listing Hub (an “Interest”) or otherwise (including as an Approved Sponsor selling (or authorizing the transfer of) an Interest to PREIshare) represent and warrant to the potential Purchaser(s) and to PREIshare that:

• The sale of any such Interest is in compliance with all applicable laws;
• No consents which haven’t already been obtained are required to close the sale of any such Interest [Note: Among other consents that may be required, Purchaser and Seller should review the terms of any debts encumbering the Interests and confirm whether or not lender consent is required for the transfer of the Interest];
• No representation or warranty or other statement made by Seller in connection with the contemplated transactions contains any untrue statement of material fact or omits to state a material fact necessary to make the statements in the sale transaction documents, in light of the circumstances in which they were made, not misleading;
• Purchasers and Sellers are responsible for determining that the party(ies) they are doing business with qualify as “Accredited Investors” (and has confirmed such status by reviewing the “Accredited Investor” requirements on the SEC website [Linked Here];
• PREIshare and each Purchaser/Seller are independent parties, not a partnership, joint-venture, agency relationship or other partnership in any manner;
• Each Purchaser and Seller acknowledge and agree that:
  • PREIshare shall not participate in the negotiation, funding, due diligence, legal compliance or any other matter in connection with the purchase and/or sale of any Interest listed on the Site (or otherwise connected to the Site).  
  • No Seller may list an Interest that it knows to be in distress, insolvent, near insolvency, in bankruptcy or that is having cash flow issues in meeting current obligations.
  • No Seller or Purchaser is a broker dealer and each party is acting on its own behalf on behalf and not on the behalf of any other party.
  • Each Purchaser is acquiring any Interests for its own account without the intent to resell or offer for sale.
  • No Seller or Purchase is not in possession of material, non-public information with respect to the Interests that have not been disclosed to the other party prior to the close of the sale of the Interests.
  • All parties waive any claims, indemnifications, or other liability against PREIshare related to any purchase and/or sales of any Interests.
  • PREIshare may remove any Interests for any reason and, absent breach by the Seller, refund the listing fee.  PREIshare shall not be obligated to inform the Seller or any interested parties why the Interest was removed.  PREIshare may make an offer to acquire any such Interests in its sole discretion despite removing it from the Listing Hub.
  • The Seller and Purchaser acknowledge that they have reviewed and understand the other disclaimers, warnings, risk factors and other matters described in these Terms and Conditions and elsewhere on the Site.
  • PREIshare shall, at all times, act solely in a passive capacity with respect to the purchase and/or sale of any Interests listed on the Site and shall not be responsible or liable for any investment decisions or recommendations with respect to the purchase or disposition of any such Interests. 
  • PREIshare shall not be responsible for questioning, investigating, analyzing, monitoring, or otherwise evaluating any of Interests and shall not be responsible for determining if the transactions are closed in compliance under applicable law.

• Each Purchaser and Seller shall indemnify, defend and hold PREIshare and its affiliates and their respective officers, directors, agents and employees (each a “PREIshare Indemnified Party” or, collectively, “PREIshare Indemnified Parties”) harmless against any investigation, claim, action, or proceeding (including a regulatory inquiry, whether formal or informal or any arbitration or court action) (“Action”) brought by a purchaser/seller, court, regulator or self-regulatory organization asserting jurisdiction over the PREIshare Indemnified Party or by any other party against any PREIshare Indemnified Party if such Action relates to the such Purchaser/Seller purchase, sale or offering of any Interest, the marketing and advertising thereof, or that results from any action, inaction, omission, misstatement or statement of such Purchaser/Seller or any person acting in connection with such Purchaser/Seller arising out of or based upon such Purchaser/Seller breach of the agreements, representations or obligations set forth herein (including any violation of law). Further, such Purchaser/Seller shall indemnify and defend the PREIshare Indemnified Parties against all expenses, fees (including reasonable attorney’s fees and other legal expenses), losses, claims, damages, demands, liabilities, judgments (including fines and settlements), costs of investigation or responding to inquiries or otherwise (“Losses”) incurred by or levied or brought against the PREIshare Indemnified Parties arising out of, or related to, Actions warranting indemnification pursuant to this agreement as such Losses arise. Promptly after receipt by a PREIshare Indemnified Party of notice of any claim or the commencement of any Action with respect to which a PREIshare Indemnified Party is entitled to indemnity hereunder, PREIshare will notify the applicable Purchaser/Seller in writing of such claim or of the commencement of such Action, and the Purchaser/Seller, if requested by the PREIshare Indemnified Party, will assume the defense of such Action and will employ counsel reasonably satisfactory to the PREIshare Indemnified Party and will pay the fees and expenses of such counsel, provided that any failure to promptly notify Purchaser/Seller shall not affect the indemnification right of a PREIshare Indemnified Party except to the extent that the Purchaser/Seller is Materially prejudiced by such failure. Notwithstanding the preceding sentence, the PREIshare Indemnified Party will be entitled to employ counsel separate from counsel for the Purchaser/Seller and from any other party in such action if counsel for the PREIshare Indemnified Party reasonably determines that it would be inappropriate or ill-advised for the same counsel to represent both parties. In such event, the reasonable fees and disbursements of no more than one such separate counsel will be paid by the Purchaser/Seller, in addition to local counsel. If the PREIshare Indemnified Party elects the Purchaser/Seller to assume the defense of such Action, Purchaser/Seller will have the exclusive right to settle the claim or proceeding, provided that Purchaser/Seller will not settle any such claim or Action without the prior written consent of the PREIshare Indemnified Party, which consent shall not be unreasonably withheld. If the PREIshare Indemnified Party assumes the defense (with payment of any related costs and expenses by Purchaser/Seller), the PREIshare Indemnified Party will have the exclusive right to settle the claim or proceeding, provided that the PREIshare Indemnified Party will not settle any claim or Action without the prior written consent of the Purchaser/Seller, which consent shall not be unreasonably withheld.

• Approved Sponsors.  For parties approved as “Approved Sponsors” by completing the Sponsor Onboarding page of our website (and being approved by PREIshare), in addition to the obligations as a “Seller” set forth above, the following additional terms shall apply:
  • The Approved Sponsor agrees to notify PREIshare of any material changes to the information on the Sponsor Application within 10 calendar days at info@preishare.com. Upon notification, PREIshare shall have the right to withhold approved funding.
  • Sponsorship is initially approved for 2 years and continued Sponsorship can be based on performance- (approval by PREiShare).  Inactivity, breach of this agreement or other negative indicators will constitute re-application requirements before continuation of additional business. 
  • In the event of any breach of this agreement, violation of law or reasonable circumstances determined by PREIshare, PREIshare may remove the Approved Sponsor from the Site and cancel the “approved” status. 
  • Approved Sponsor acknowledges that PREIshare is under no obligation to acquire any Interests offered by Approved Sponsor.
  • PREIshare may require the payment of a fee for each review and offer of purchase for an Interest.  In the event that the parties cannot agree on any such fees then PREIshare may terminate the Approved Sponsor.
  • For purposes of this agreement, any Interests offered by a member, partner or other equity holder of Approved Sponsor shall be deemed to be offered and sold by Approved Sponsor as the “Seller.”
  • Approved Sponsor agrees to repurchase any Interest acquired by PREIshare at the price paid by PREIshare plus costs in the event of any violation of this agreement with such sale to PREIshare.  Such repurchase/purchase shall be accomplished within 10 business days of notice from PREIshare regarding any such breach.
  • Approved Sponsor shall deliver an amendment to its applicable charter documents (LLC Agreement, LP Agreement, Articles, etc.,) with an opinion of counsel stating that following such amendment, no further consents or authorizations shall be required for the sale of any Interests to PREIshare or its assigns.
  • In the event that the Approved Sponsor participates on the “Fundication Show” or provides any other material (video, pictures, audio or otherwise), such participation and contributions shall be subject to the PREIshare Personal Appearance Agreement.
  • Approved Sponsors grants to PREIshare a non-exclusive, royalty-free, non-transferable, limited right to use its corporate trade name(s) and/or logos (“Marks”) solely in connection with announcing and recognizing the Approved Sponsor’s status.
  • PREIshare may modify the terms of this agreement as set forth below.  Approved Sponsor’s sole recourse shall be to stop conducting business with PREIshare should it not approve any such revisions.