Investor Agreement
Date of Last Revision: May 1, 2026
PROVISIONS GOVERNING USE OF THE REALRISE CAPITAL SITE BY INVESTORS AND INVESTMENTS IN OFFERINGS
RealRise Capital operates this website, realrisecapital.net (the “Site”), which facilitates securities offerings (the “Offerings”) by sponsors (the “Sponsors”). The Offerings are conducted pursuant to Regulation Crowdfunding under the Securities Act of 1933 (“Regulation Crowdfunding Offerings”) and are facilitated through the portion of the Site operated by RealRise Capital (the “RealRise Capital Portal”) or, in some cases, by a third-party funding portal (each, a “Third-Party Funding Portal”).
Your ability to participate in a particular Offering may depend on income, net worth, and/or prior participation in Regulation Crowdfunding Offerings. By using the Site, you agree to this Investor Agreement, which incorporates by reference the RealRise Capital Terms of Service (the “Terms of Service”) and other agreements described below (collectively, this “Agreement”).
1. GENERAL DOCUMENTS INCORPORATED BY REFERENCE
This Agreement governs your access to and use of the Site and related services (the “Services”). For ease of reference, “RealRise Capital,” “we,” “us,” or “our” refers to RealRise Capital and its affiliates.
This Agreement incorporates the Terms of Service, Privacy Policy, Disclosure Statement, Subscription Agreement or Investment Contract (if applicable), Offering Terms, Form C (for Regulation Crowdfunding Offerings), Sponsor profile information, and any additional materials provided through the Site.
By using the Site, you agree to be bound by the version of this Agreement in effect at the time of use. We may update this Agreement from time to time. Continued use of the Site constitutes acceptance of any updated terms.
You are responsible for reviewing all applicable documents prior to investing in any Offering.
2. AGREEMENTS WITH RESPECT TO THE SITE AND ALL OFFERINGS
2.1 General Acknowledgments
You acknowledge that:
RealRise Capital is not responsible for third-party content provided by Sponsors or other parties. The Site does not provide investment recommendations or investment advice. You are not a client of RealRise Capital or the RealRise Capital Portal. RealRise Capital does not guarantee the accuracy of Sponsor-provided information and does not independently verify all Sponsor disclosures, though certain required review procedures may be conducted under applicable rules. Investment decisions are solely your responsibility. Offerings on the Site are subject to different regulatory frameworks and risk profiles.
2.2 Risks Generally Associated with Offerings
You should consult your own legal, tax, and financial advisors before investing.
2.2.1 Risk of Loss
Investments involve significant risk, including possible loss of capital. Investments are suitable only for investors who can bear such loss and have limited liquidity needs.
2.2.2 Limited Operating History
Sponsors may have limited or no operating history.
2.2.3 Limitation of Liability
This Agreement and related documents limit liability of RealRise Capital and provide indemnification provisions in certain circumstances.
2.3 Privacy
Use of the Site is subject to our Privacy Policy, which is incorporated into this Agreement.
2.4 Use of Name
You consent to the use and disclosure of your name (or entity name, if applicable) in connection with your activity on the Site, including for Offering-related disclosures. You may withdraw this consent by contacting RealRise Capital.
2.5 Electronic Communications
You consent to receive all communications electronically.
3. REGULATION CROWDFUNDING OFFERINGS
3.1 General Acknowledgments
You acknowledge that:
Eligibility determinations may rely on investor-provided information regarding income, net worth, and prior investments. Investment limits under Regulation Crowdfunding apply across all platforms, not only the Site. RealRise Capital does not manage Sponsor operations or set Offering terms.
You should review all educational materials prior to investing.
3.2 Investor Representations
You represent that:
Information in your Investor Profile is accurate and complete. You are investing for your own account and not for distribution or resale. You will update your Investor Profile if material changes occur that affect eligibility. You understand Sponsors and platform participants may rely on your representations.
3.3 Investment Process
3.3.1 Platform Role
RealRise Capital facilitates access to Regulation Crowdfunding Offerings and conducts a limited review of Sponsor information to assess compliance with applicable requirements. This review does not constitute an endorsement or recommendation.
3.3.2 Investment Mechanics
Investors purchase securities directly from Sponsors. Investment acceptance is determined by the Sponsor. Funds are held pending satisfaction of funding conditions and may be returned if conditions are not met.
3.3.3 Funding Terms
Offerings may have minimum funding targets and deadlines. If a target is not met, funds are returned without interest.
3.3.4 No Guarantee of Acceptance
Sponsors may accept or reject investments at their discretion.
3.3.5 No Advisory Relationship
No advisory, fiduciary, legal, tax, or investment relationship exists between investors and RealRise Capital.
3.3.6–3.3.8 Investment Limitations and Eligibility
Investors are subject to federal investment limits under Regulation Crowdfunding based on income and net worth. Investors are responsible for ensuring compliance with these limits across all platforms.
3.4 RISKS ASSOCIATED WITH REGULATION CROWDFUNDING OFFERINGS
3.4.1 General Risk
Investments are highly speculative and may result in total loss. They are suitable only for investors with appropriate risk tolerance and limited liquidity needs.
3.4.2 No Guarantee of Returns
No entity involved guarantees investment performance or outcomes.
3.4.3 Transfer Restrictions
Securities are subject to resale restrictions under federal law and may not be freely transferable for a period of time, and may lack a liquid secondary market.
3.4.4 Lack of Control
Investors have no control over Sponsor management or operations.
3.4.5 Limited Information
Sponsor disclosures may be limited and should be carefully reviewed.
3.4.6 No Assurance of Profit
There is no assurance of financial return or liquidity.
3.4.7 Direct Investment
Investors invest directly in Sponsors; RealRise Capital does not manage Sponsor operations.
3.4.8 Regulatory Oversight
RealRise Capital is registered as a funding portal with the SEC and a member of FINRA. However, Regulation Crowdfunding provides a more limited disclosure and regulatory framework than registered securities offerings.
3.4.9 SEC Review
SEC review of Form C filings does not constitute approval, endorsement, or a determination of investment quality.
3.4.10 Diversification
Investments should represent only a small portion of a diversified portfolio.
3.4.11 Phantom Income
Investors may be subject to taxation without receiving corresponding cash distributions.
3.4.12 Additional Risks
Each Sponsor may present additional risks disclosed in its offering materials. Investors should review all disclosures carefully.
