Investor Platform Agreement

This Investor Platform Agreement (“Agreement”) is between [ENTITY NAME] (“QSBS Match,” “we”) and you. By checking the box and typing your name, you agree to it.

1. What QSBS Match is, and isn’t

QSBS Match is an information and introduction service. We aren’t a broker-dealer, investment adviser, funding portal, exchange, tax adviser, or law firm. We don’t recommend investments, evaluate their merits, negotiate terms, handle money or securities, or take part in any transaction. We don’t receive compensation based on whether or how much you invest.

2. Your decisions are your own

Nothing we provide is investment, tax, legal, or accounting advice. You’re solely responsible for evaluating any opportunity and for deciding whether to invest. You agree to consult your own advisors, including on whether a sale or purchase qualifies under Sections 1045 or 1202 of the Internal Revenue Code.

3. Information isn’t verified or guaranteed

Company information, including any QSBS attestation, comes from the company. We don’t verify it, and we make no representation that any stock is or will be qualified small business stock, that any rollover will succeed, or that any round will close in time for your deadline.

4. Risks

Investing in private companies is highly risky. You could lose your entire investment. Shares are illiquid, may be diluted, and may never be worth anything. Tax benefits may not be available. Deadlines may be missed for reasons outside anyone’s control.

5. Your representations

1. The information you give us is accurate and complete, and you’ll update it if it changes.
2. Your statements about accredited investor and qualified purchaser status are true.
3. You’re investing for your own account, have the knowledge and experience to evaluate private investments, and can bear the loss of any investment you make.
4. You’re at least 18 and legally able to enter this Agreement.

6. Sharing your information

We may share a summary of your profile (such as timing, check size, and sectors, without your name or contact details) with companies. We’ll share your identity or contact details with a company only with your permission. Our privacy policy describes the rest.

7. Confidentiality

Company materials you receive through QSBS Match are confidential. You’ll use them only to evaluate that opportunity and won’t share them without the company’s permission.

8. Fees

Membership fees, if any, are described at purchase, renew as stated there, and aren’t refundable except where required by law.

9. No liability for investment outcomes

To the fullest extent the law allows: we aren’t liable for any investment loss, missed deadline, tax outcome, or decision you make using QSBS Match; the service is provided “as is” without warranties; we aren’t liable for indirect, incidental, special, or consequential damages; and our total liability for any claim is limited to the greater of the fees you paid us in the prior 12 months or $100.

10. Release

You release QSBS Match and its owners, officers, and agents from claims arising out of any investment you make or decline to make, or any dealings with a company you meet through us.

11. Indemnification

You’ll indemnify and hold harmless QSBS Match and its owners, officers, and agents from claims, losses, and expenses (including reasonable legal fees) arising from your breach of this Agreement, your inaccurate information, or your investments.

12. Electronic signature and records

You agree that typing your name and checking the box is your electronic signature, and that we may provide agreements and notices electronically. We record the agreement version, your typed name, the time, and your IP address as evidence of signing.

13. Term and changes

Either party may end this Agreement at any time by email. Sections 3, 4, 7, 9, 10, and 11 survive. We may update this Agreement; we’ll notify you by email, and continued use means you accept the update.

14. Governing law

This Agreement is governed by the laws of [STATE], without regard to conflict-of-law rules. Disputes will be resolved in the state or federal courts located in [COUNTY, STATE].

15. Entire agreement

This Agreement, our terms of use, and our privacy policy are the entire agreement between us on this subject.