Skip to content

Issuer Participation Agreement (Template)

This document is a draft template and does not constitute legal advice. Issuers should consult with independent legal counsel before execution.

📝 Issuer Agreement Template

This Agreement ("Agreement") is made between R. Block Share Holdings, LLC ("Platform") and the undersigned issuer entity ("Issuer"), for the purpose of launching a compliant securities offering via the Platform.

1. Purpose

Issuer desires to conduct a Regulation CF, Regulation A+, or Regulation D offering using the Platform’s infrastructure, including but not limited to token lifecycle management, escrow integration, cap table tooling, and investor onboarding.

2. Services Provided by Platform

  • Cap table and shareholder registry setup (via Kore)
  • Smart contract/tokenization support (via Settlemint)
  • Escrow integration and onboarding (via North Capital)
  • Issuer onboarding compliance checklist and workflow
  • Partner funding portal support for Reg CF filings
  • Optional BD syndication for Reg D/A+ offerings

3. Issuer Responsibilities

  • Submit all required onboarding documents (see checklist)
  • Maintain truthful and timely disclosures to investors
  • Obtain legal and financial counsel as needed
  • Follow marketing guidelines per exemption type (e.g. Reg CF limits on public solicitation)
  • Cooperate with compliance reviews by Platform or third-party partners

4. Platform Fees

Issuer acknowledges that additional fees may be incurred through: - Escrow setup and maintenance (North Capital) - “Bad actor” checks and investor onboarding (via Kore) - Token contract customization (Settlemint Pay-as-you-go model) - Optional marketing or platform branding

Any direct costs must be prepaid via Platform invoice or authorized form.

5. No Guarantee of Capital Raised

Issuer understands that Platform makes no guarantee of funding success. This Agreement facilitates technical and compliance infrastructure only.

6. Term & Termination

  • This Agreement is effective upon signature.
  • Either party may terminate prior to the public launch of the offering.
  • Post-launch, termination requires 30 days' written notice.

This Agreement is governed by the laws of the State of Wyoming.

8. Signatures

R. Block Share Holdings, LLC
By: Lester Sawyer
Title: Founder & Manager
Date: ________

[Issuer Company Name]
By: _____
Title: ____
Date: ______