Services Agreement

Sample document for design reference — not legal text. Last updated July 2026.

Part A — Platform services

This agreement governs your use of the marketplace, including placing bids, creating listings, matching, and settlement coordination. It includes a predispute arbitration clause (Clause 16).

Part B — Seller obligations

Sellers represent that they own, or have the right to own through unexercised options, the shares they list, and that transfers comply with the issuer's governing documents.

Part C — Buyer obligations

Buyers represent that they meet applicable accreditation requirements and will complete reasonable diligence before executing any transaction.

Part D — Fees & settlement

Each side of a matched trade pays a flat 0.25% technology escrow fee at the moment the match locks; pre-funded buyers pay 0.125%. Fees are non-refundable, billed by separate invoice to the platform's operating account, and are never deducted from deal principal. When a match locks, a two-hour hold is placed on the shares and escrow opens only once both sides' fees have cleared. The buyer must then wire the deal principal within 72 hours; if the wire is not received, the deal is busted, the buyer's fee is forfeited, and the seller is awarded a technology credit toward their next match. Settlement occurs through the partner-bank escrow after issuer requirements (such as rights of first refusal, typically a 30-day window) are satisfied.

Part E — Interest & float

The Client acknowledges that all unallocated cash balances resting within the platform ecosystem — including pre-funded wallet balances and amounts held in escrow pending settlement — are maintained in non-interest-bearing transactional ledgers relative to the Client at the partner bank. The Client waives all rights to any underlying interest or sweep float generated during the custody period, which is retained solely by the platform to offset the costs of real-time cap-table verification, fraud monitoring, and automated identity badging. This waiver is a condition of maintaining a Verified Liquidity badge and zero-commission institutional routing.

Part F — Termination

Either party may terminate at any time; obligations relating to executed transactions, fees already earned, confidentiality, and dispute resolution survive termination.