Regulation D

Natural
Person

You had income in excess of $200,000 (or joint income with your spouse in excess of $300,000) in each of the two most recent years, and you have a reasonable expectation of reaching this level of income in the current year

OR

Your individual net worth (or joint net worth with your spouse) exceeds $1,000,000, excluding (1) your primary residence and (2) any indebtedness secured by your primary residence up to the fair value of your primary residence, and if such indebtedness secured by your primary residence exceeds the fair value of your primary residence, the excess is counted as a liability in calculating your net worth.

U.S.
Company/
Entity:

The entity is one in which all of the equity owners are accredited investors

OR

The entity is a corporation, partnership, limited liability company, or other type of entity, with total assets in excess of $5,000,000, and was not formed for the specific purpose of investing in a BuildX offering

OR

The entity is a trust with total assets in excess of $5,000,000, was not formed for the specific purpose of investing in a BuildX offering, and the investment is directed by a sophisticated person (a “sophisticated person” has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of the prospective investment)

OR

The entity is a “family office” as defined in Rule 202(a)(11)(G)-1 under the Investment Advisers Act of 1940 with assets under management in excess of $5,000,000, was not formed for the specific purpose of investing in a BuildX offering, and the investment is directed by a person who has such knowledge and experience in financial and business matters that such family office is capable of evaluating the merits and risks of the prospective investment

OR

The entity is a “family client,” as defined in Rule 202(a)(11)(G)-1 under the Investment Advisers Act of 1940, of a family office meeting the requirements in the preceding category and whose prospective investment is directed by such family office

Regulation S

If you are currently outside of the United States, you may only invest in a BuildX offering if you certify that you are not a U.S. Person. The following are U.S. Persons":"

  • A natural person who is a citizen or lawful permanent resident of the United States
  • A natural person who is a resident in the United States
  • A partnership or corporation organized or incorporated under the laws of the United States
  • An estate of which any executor or administrator is a U.S. Person
  • A trust of which any trustee is a U.S. Person
  • An agency or branch of a foreign entity located in the United States
  • A non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit of a U.S. Person
  • A discretionary account or similar account (other than an estate or trust) held by a dealer, or other fiduciary, organized, incorporated, or (if an individual) resident in the United States
  • A partnership or corporation if (i) organized or incorporated under the laws of any non-U.S. jurisdiction and (ii) formed by a U.S. Person principally for the purpose of investing in securities not registered under the Securities Act, unless it is organized or incorporated, and owned, by accredited investors who are not natural persons, estates, or trusts.