Co-ownership Terms & Conditions
PLEASE ENSURE TO READ THE TERMS AND CONDITIONS FOR THE BUYSMALLSMALL CO-OWNERSHIP PRODUCT. THE USER/SUBSCRIBERS ACKNOWLEDGE TO BE BOUND BY THESE TERMS AND CONDITIONS AND THE POLICY OF THE PRODUCT BY ACCESSING AND CLICKING ON THE BUTTON BELOW
SMALL SMALL TECHNOLOGY LIMITED (SST) is a Property-Technology company duly registered in Nigeria which have developed and packaged a product for the benefit of subscribers. The Product is facilitated via a Special Purpose Vehicle (SPV) established to assist in the acquisition of the BuySmallSmall Co-Ownership Properties through the issuance of Unit(s) of Share(s) under the BuySmallSmall Co-Ownership Product (the Product)
The Product is designed to provide access to properties, which may be developed or undergoing construction and other BuySmallSmall Co-Ownership Properties options to the subscribers and earn the appreciation of the shares at the termination (event of shares buyback) of the subscription. this termination may be due to the effluxion of time or the shares buyback by SST. This is for the benefit of the subscribers subject to the terms and conditions and the product policies. The Product is designed to provide for all classes of people who desire to diversify portfolios or invest in the property space but cannot make such acquisition of real estate properties due to the paucity of funds. these classes of individuals or entities may now do so by purchasing unit(s) of share(s) for years and be entitled to the appreciation of the shares proportionate to the units of share held by the holder of the certificate.
Shares Accumulation & Conversion: units of shares can be accumulated, consolidated, and converted (depending on size) as a down payment or full payment to take ownership of an entire property on BuySmallSmall (T & C applies). You can do this at your own pace or you can opt for BuySmallSmall Shares Target Program(STP) where we set shares targets and challenge you to hit those targets within a set period for a chance to convert them as a down payment to own an entire property. Currently, the minimum downpayment required to access financing on BuySmallSmall is 20%, with STP, you can use your acquired shares that equal 10% value of any property of your choice as a downpayment and unlock sole ownership. BuySmallSmall Shares Target Program is powered by our Buy-Back Program. (See Shares Buy-back in the FAQ)
The terms and conditions below apply to the subscription of any offer provided under the Product and apply to all subscribers for the duration of the product and are subject to reasonable modifications which shall not at any time substantially alter or modify the product without notice to the subscribers.
1. COMMENCEMENT AND DURATION
This subscription shall come into force on the date as published on the platform and shall be the effected date when the prospective subscribers agree and undertake to subscribe to the terms and conditions of the product and its policy, and shall be valid for the duration of the hold. The event of maturity or shares buyback, and the effluxion of the hold term shall be the termination of the subscription.
2. THE UNIT OF SHARES CERTIFICATE
The Subscriber now subscribes to purchase the Units of shares in the BuySmallSmall Co-Ownership product as provided in the shares certificate and agrees to pay unto SST the purchase price sum as published on the platform.
The Property as published on the platform shall have a total product price amount and represent the number of unit(s) of share(s), all of which shall be published on the platform.
- The minimum subscription amount shall be ₦4,000 (Four Thousand Naira) per share.
- Each Unit(s) of Share(s) Certificate represents an undivided interest in the Product Assets and will rank pari passu, without any preference, with the other Certificates.
- Each Unit(s) of Share(s) Certificate represents a limited recourse obligation of SST.
- Each Unit(s) of Share(s) Certificate shall be issued by way of private placement.
- The Unit(s) of Share(s) Certificate shall be issued only as fully paid.
- All the terms and conditions shall apply to each Unit(s) of Share(s) Certificate.
- The Subscribers shown in the register of SST are entitled to the benefit of, are bound by, and are deemed to have notice of, all the terms and conditions.
3. TITLE
Each Subscriber will be treated as the owner of the share(s) as represented by the Unit(s) of Share(s) Certificate for the product. The registered Holder of a Unit(s) of Share(s) Certificate will be recognised by the SST as entitled to his Unit(s) of Share(s) Certificate free from any equity, set-off or counterclaim against SST, the original or any intermediate Holder of such Unit(s) of Share(s) Certificate.
4. THE REGISTER
SST will establish and maintain a Register and in such form as it considers adequate and shall enter therein the following particulars:
- the name and address of each Subscriber;
- the amount of money paid for the unit(s) of share(s)
- the number of unit(s) of share(s) purchased;
- the date of purchase;
- the duration of the subscription and the expected date of the maturity of the subscription/product;
- the date on which the subscriber ceases to be a Subscriber; and other details which SST may consider necessary or desirable.
- SST shall not incur any liability or responsibility for any mistake by the subscriber in the Register.
- Every Subscriber shall promptly notify SST in writing of any change of name or address and SST shall alter the Register accordingly.
- the subscription or the acquisition of an interest in the Product shall be said to be acquired by a person when the interest of the Subscriber is entered into the Register by SST.
5. LIMITED RECOURSE
6.1 The appreciation of the shares or any returns for the subscription to the Product Assets shall be as determined on the platform at the time of subscription and receivable at the time of the shares buyback/maturity.. the purchase of unit(s) of share(s) or subscription to a property under the product and published on the platform does not represent an interest in or obligation of any other assets of SST or other properties under the product, other Subscribers or affiliates. Accordingly, the Subscribers, by subscribing and acquiring the Product, acknowledge that they will have no recourse to any other assets of SST other than the appreciation as published on the platform or portal subject to terms and conditions.
6.2. The Subscriber agrees that he/she shall not have any claim against any other products or SST (to the extent that each fulfils all of its obligations under these terms and conditions to which it is a party) or against any assets (other than the subscribed Product Assets); claims of the Subscribers shall be extinguished. SST and the Subscribers shall only be entitled to deal with the subscribed Product Assets as expressly permitted by the product policy and the Terms and Conditions.
6. THE SUBSCRIBER OBLIGATIONS
- The Subscribers agree to ensure that he/she will perform all of his/her obligations as provided under these terms and conditions
- To consent to a credit search or obtaining the subscriber’s credit report which may be carried out or obtained by the SST when required.
- To pay the Purchase price value of the unit(s) of share(s) of the product subscribed to and other payments as may be required for the transaction and reasonable incidental cost.
- The subscriber understands and acknowledges that the BuySmallSmall Co-Ownership property and the title document shall be held in trust by an independent Trustee appointed for this purpose for the benefit of the parties for the term.
- That each Subscriber shall have an undivided ownership interest in the BuySmallSmall Co-Ownership property until the share buyback/maturity period and the Shares Certificate shall confer only interest or share in the subscribed Product Asset(s).
- That no Subscriber shall have a right to call for any partition or division of any portion of the Product Assets under his/its ownership interest in the Product Assets.
- The Subscriber agrees that SST shall have, retain and exercise the right to manage, sell, dispose of or buy back the shares or the property at the price as published on the platform at the time of subscription and which shall remain constant for the term.
- A Subscriber shall have the right to sell back to SST.
- That a Subscriber shall not have the right to pledge, charge, mortgage, or otherwise offer his Shares Certificate or any part of it as security for a debt, a loan or an obligation.
- To be bound by the Trust in respect of the product assets.
- By purchasing the Shares Ceficate, each Subscriber is deemed to have agreed that notwithstanding anything to the contrary contained in this agreement, the Conditions, or any Transaction Document that:
- no appreciations or profit of any amount whatsoever shall be made by or due on the Shares Certificate, except the Product Assets in the event of the share buyback at the expiration of the term;
- all payments due for the subscription to the product shall be made to SST as subscribers’ direct obligation, following the terms and conditions
- the subscriber shall not institute, or join any other person in instituting, against SST, any bankruptcy, reorganization, arrangement or liquidation proceedings or other similar proceedings under any bankruptcy or similar law as a result of his/her/its subscription to the product.
- The Subscribers hereby undertake to:
- Subscribe to the Product and the purchase of unit(s) of share(s) as provided under the share certificate, and perform all of his/her/its obligations under such Agreement; and
- The Subscribers hereby undertake to pay to SST all monies due and payable to the account for SST under the product.
7. ENFORCEMENT AND EXERCISE OF RIGHTS
8.1 Following the event of the Share(s) Buyback by SST, under the terms and Conditions, SST shall not be liable for any further sums and, accordingly, the Subscribers may not take any action against SST to recover any such sum in respect of the Unit(s) of Share(s) Certificate or the Product Assets except as expressly provided under the product.
8.2 Upon the full and final payment of the amount due and payable in the shares buybacks, the obligations of SST in respect of the Unit(s) of Share(s) Certificate or under the product to the subscriber shall be satisfied and no Holder of the Unit(s) of Share(s) Certificate may take any further steps against SST to recover any further sum in respect of the Unit(s) of Share(s) Certificate. In particular, no Holder of the Unit(s) of Share(s) Certificate shall be entitled to petition or take any other steps for the winding-up of SST.
8. SHARES BUYBACKS, PAYMENTS AND DISTRIBUTIONS
9.1 Payment Conditions
9.1.1 Payments in respect of each Unit(s) of Share(s) Certificate shall be initiated upon a request made by the subscriber for a buy-back, and shall be processed to the person shown on the Register at the end of the term (''Maturity Date'').
9.1.2 Payments in respect of each Unit(s) of Share(s) Certificate shall be made in Naira by transfer to an account in Naira maintained by the Subscriber with an authorised bank in Nigeria.
9.1.3 All payments are subject in all cases to any applicable fiscal or other laws, regulations and directives in the place of payment.
9.1.4 The amount payable to all subscribers is determined at the beginning of the subscription as opted by the subscriber regarding the amount of money paid, unit(s) of share(s) bought and the price or amount of product as published on the platform at the time of subscription.
9.1.5 The amount payable to the subscriber shall be provided on the platform or the portal of the subscriber.
9.1.6 No commission or expenses shall be charged to the Subscribers in respect of such payments except as provided under these terms and conditions.
9.1.7 The payment of buy back appreciations shall be made upon request by the subscriber into the account of the subscriber within 14 working days after the maturity date or date of buyback after receiving the request.
9.1.8 If the date of payment request in respect of any Unit(s) of Share(s) Certificate is not a Business Day, the Holder shall not be entitled to payment until the next following business day nor to any profit or other sum in respect of such postponed payment.
9. TERMINATION
This agreement shall not be terminated by the parties during the minimum holding period which shall be a one-year term from the purchase of the shares or subscription, however, a subscriber may be entitled to terminate the subscription after the minimum holding period or at the effusion of the term (hold period/maturity period) and/or the event of the shares buyback by SST.
10. FORCE MAJEURE
Where the performance of any part of this Agreement is interfered with for any length of time by governmental restrictions, war, civil commotion, riots, strikes, lock-out or acts of God such as typhoon, earthquake, disease outbreaks, flood or any other similar or dissimilar causes which are beyond the control of the Parties, the Party so affected shall not be responsible for delay or failure of performance of this Agreement for such length of time.
11. WARRANTY AND INDEMNITY
Each Party agrees to defend, indemnify and hold the other party and its affiliates directors, employees, service providers, advertisers, officers, agents, partners and third-party service providers, harmless from and against all losses, liability, claims, or demand, including reasonable attorney’s fees, made by any third party due to or arising out of this Agreement and/or arising from negligence or a breach of any provision in this Agreement arising from the parties’ acts or omissions. This defence and indemnification obligation will survive termination of this Agreement.
12. NOTICES
Any communication to be made under or in connection with the product or the terms and conditions shall be made in writing to SST and unless otherwise stated, may be made by facsimile, email or letter.
13. AMENDMENT AND MODIFICATION
SST reserves the right to modify these terms and conditions and policy at any time under this provision. If SST exercises the right to modify the terms and conditions, the revised terms will be published.
SST shall be entitled hereto to modify, alter, or add to the provisions of this terms and conditions in such manner and to such extent as they may consider expedient for any purpose of the product Provided That SST shall notify in writing that in its opinion such modification, alteration, or addition does not prejudice the interests of the Subscribers; and
PROVIDED also that no such modification, alteration or addition shall impose upon any Subscriber any obligation to make any further payment in respect of the Unit(s) of Share(s) Certificate(s) or to accept any liability in respect thereof.
14. GOVERNING LAW
This product and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.
15. DISPUTE RESOLUTION
15.1 In the event of any allegation of breach or question of interpretation or dispute or controversy relating to this Agreement, the parties to the dispute shall meet and negotiate in good faith to settle the matter amicably. In the case that parties are unable to resolve this dispute amicably within 30 days according to clause 16.1 above, such dispute arising out of or in connection with this Agreement shall first be referred to mediation at the Lagos Multi-Door Court House (“LMDC”). whose decision shall be binding on the Parties.
If the Parties fail to resolve such dispute or difference by mediation within fourteen (14) days from the date of referral to the mediation, the dispute shall be referred to a court of competent jurisdiction for resolution. Provided that nothing in this clause shall preclude any party from obtaining interim relief from a court of competent jurisdiction.
- This clause shall survive the determination of this Agreement and shall accordingly apply at all times to disputes and differences of opinion arising between the Parties hereto concerning this Agreement or any matter hereof.
GENERAL TERMS
YOUR SUBSCRIPTION INCLUDE THE FOLLOWING:
Disclaimer: The User of this website hereby acknowledges, without reservation that Small Small Technology Limited or the BuySmallSmall product is not a crowdfunding platform, registered broker, or investment advisor and does not engage in any business that would require registration with governmental organizations requiring special registration other than Corporate Affairs Commission or for perfection of title to any property. Specifically, the services rendered by SST is not available to the public, but are only available to registered users upon subscription which includes consenting to the Terms and Conditions of the Product.
Shares Allocation & Certificate:
When you buy one or more shares of BuySmallSmall co-ownership properties, you immediately become a co-owner and a fraction of the property shares is allotted to you based on the number of shares purchased. A shareholder certificate is also issued to you. You can sell to SST after a one-year holding period,
Also, you can buy shares of fixed-hold properties: meaning, you can own and hold shares for a fixed term, you can sell and sell only your shares to BuySmallSmall within the fixed term after the minimum one-year holding period and within the cap share price as stipulated by SST to reflect the market value of the property at the time of the transfer. The subscribers shall be entitled to their appreciation as published on the platform and contained in the Shares Certificates maturity of the hold period and all shareholders will be entitled to the appreciation in the event of shares buybacks.
Trustee Appointment:
For transparency and accountability, BuySmallSmall appoints and pays a Publicly Listed Asset Management Company as Trustee(s) to hold the title documents of the properties acquired under its co-ownership product.
Property Titling:
All properties acquired by co-owners on BuySmallSmall are registered with the State Land Registry under an SPV incorporated and facilitated by the appointed independent Trustee. The original registered title documents are kept by the Trustee.