This User Agreement is entered into on its effective date by and between The F-100 Limited and Persons/Companies (hereafter collectively called “Investors”) who have accepted to invest in investment portfolios listed on our website www.thef100group.com. This User Agreement governs your use of our service including all features and functionalities, recommendations and reviews, the website, and user interfaces, as well as all content and software associated with our service online and offline. All Users must be above 18 years of age and operate a bank account.
The following initially capitalized nouns have the meanings set forth below whenever used in the Agreement:
“Appraised Value” means the value of a property as determined by an expert valuer/appraiser
“Effective Date” means the date determined by acceptance of investment offer in lieu of consideration
“Manager” means The F-100 Limited
“Mandatory Expenditure” is any one of the expenses described as such in Section 4.1.
“Notice” means a writing prepared and transmitted in accordance with Section 8.2.
“Party or Parties” mean owner(s) of any interest in the property during the term of this Agreement
“Promptly” means within three (3) calendar days of the event triggering the requirement to act.
“Co-owners” means investors who choose the Invest-to-own investment model
“Share-owners” means investors who choose the Invest-to-withdraw investment model
“Owners” means investors who buy investment as a single person/company
“Group” means a group of people investing as one entity either as co-owners or share-owners
“User” means either an owner, a share-owner or co-owner. Also means “party or parties”
“Stay period” means converting invested capital and/or dividend to number of days and nights by an investor
2.1 CO-OWNERS AND OWNERS
A. The Parties wish to invest in the property of choice listed on the www.thef100group.com website as Co-owners and Owners in lieu of rental income for operating a co-ownership and sole-ownership of the property.
B. The Parties must at the time of the acquisition (i) disclose the full legal names of the entity, (ii) contact details, (iii) Nigerian bank account details (for remittances) and (iv) account and contact details of Next of Kin at opting in.
C. No Co-owner shall transfer an ownership or share interest in the Property or charge a debt or mortgage on the interests, costs, obligations, benefits and rights associated with co-owned property. .
2.2 ORGANIZATIONAL STRUCTURE .
A. This Agreement is not intended to create a partnership, joint venture but to describe the terms and conditions upon which each Co-owner or Owner shall hold interest in the Property. No Co-owner or Owner is authorized to act as agent for or on behalf of any other investor, or to do any act which would be binding on any other investor, or to incur any expenditures with respect to the Property except as specifically provided in the investment documents.
2.3 OWNERSHIP, TITLE AND ALLOCATIONS.
A. Co-owners (of 3 years and above) are legal owners of the property for the duration of the unexpired term, having shared ownership of the property with other investors. Title issued is a Deed of Partition registrable at the land registry of the state wherein the property is located. The portion co-owned is not transferable and is for the total unexpired term stated on the Certificate of Occupancy unless a Co-owner withdraws from the Group of Co-owners. The co-owners are entitled to quarterly rent remittances
B. Owners are sole owners of the investment and solely own the investment be it land or built property. They own the property in perpetuity and will be issued a Deed of Sublease or Assignment for all of the remaining unexpired term as contained in the Certificate of Occupancy and/or such property title subsisting in the subject property under consideration. The owner is free to transfer, resell, gift and develop upon informing The F-100 Limited as is customary. For sole owners who deliver their property to The F-100 Limited, rent remittances shall be made quarterly or annually per property management contract.
C. Without limiting the generality of the preceding paragraph, it is expressly provided, and agreed by all Parties on behalf of themselves, that the manner and percentages in which title is held do not determine or affect the allocation of –
(i) usage rights to the Property or to any part of the Property,
(ii) obligations to pay any expense (including property tax, insurance, and repairs),
(iii) proceeds from use and/or sale of the entire Property, or
(iv) proceeds from any additional or replacement financing secured by the Property.
The rest of this agreement addresses Co-Owners
USAGE, RENTAL AND INCOME
3.1 USAGE RIGHTS WAIVER.
A. The Manager shall operate the Property as a rental property (annual rental, short-lets, Airbnb, serviced apartment or boutique hotel) and remit such rental income in equal percentages to Co-owners.
B. No Co-owner shall be deemed to have any rights to occupy or otherwise use any portion of the Property, either for him/herself, or for the benefit of any other person, except as specifically provided in this Agreement.
C. No party shall be permitted to occupy any portion of the Property unless the Party gives prior notice to the Manager or the Manager offers in advance on all of the terms and conditions of such Occupancy wherein the Party agrees to pay going commercial rates per night if the Party must use the Property or has converted his/her share interests for stay period.
3.2 RENTAL OF PROPERTY
A. Establishing Rental Amount.
(i) The Manager shall use its best efforts to determine fair market rental value, and shall provide a Notice to each Co-owner stating such amount along with documentation relating to the basis for the Manager’s determination at the beginning of an investment period or as reviewed from time to time.
(ii) Each investor shall have a period of forty-eight (48) hours following such Notice to provide a “Notice of Disagreement” to the Manager stating –
(a) that he/she disagrees as to the fair market rental value,
(b) such investor’s opinion as to the fair market rental value, and
(c) documentation relating to the basis for such opinion.
(iii)If the Manager receives one or more such Notice within the required time frame, the vacant property or its units shall be offered for rent at the average of the Manager’s original opinion and the value(s) stated in the Notice(s) of Disagreement; otherwise, the unit shall be offered for rent at the fair market rental value stated in the Manager’s original Notice.
B. Renter Selection.
The Manager shall solicit prospective renters for the Property. The Manager shall not rent the Property to any renter who is not able to demonstrate the financial capability to pay the rent, does not have a reasonably high credit rating, or was given a negative recommendation from either of his/her two (2) most recent landlords or from a previous visit to/stay at the property. Except as provided in the preceding sentence, the Manager shall have full authority and discretion to rent to the renter of his/her choice.
3.3 RENTAL INCOME ALLOCATION.
All rental income generated by the Property shall be allocated among the Co-Owners according to their interest stated on their Offer letter, Allocation letter or Deed of partition. However, no such income shall be distributed to any Owner except as specifically provided under section 4 of this Agreement.
EXPENSE ALLOCATION AND PAYMENT
4.1 EXPENSE AUTHORIZATIONS AND ALLOCATIONS .
A. Purchase Consideration.
The Co-owners agree that the responsibility for investing the property shall be allocated as equal Shared Percentage. Except as otherwise provided in this Agreement and number of share units purchased, in the event of sale, refinancing or other disposition of the entire Property, each Owner’s allocation of gross proceeds shall be deduced by such Owner’s Shared Percentage of the Purchase Consideration.
B. Other Mandatory Expenses.
The costs of the following items shall be Mandatory Expenditures, and shall be allocated among all Owners according to share interest percentage.
The Manager shall maintain a policy insuring all Parties against public liability incident to the ownership and use of the Property, including coverage for limit of liability for injury, death and property damage. The Manager shall also maintain a policy of fire and casualty insurance covering those elements of the Property, and its contents. Such coverage shall provide a multi-peril endorsement and coverage for such other risks as are commonly covered with respect to Properties similar to the Property in construction, location and use. Coverage shall be in an amount equal to the reinstatement value of the insured elements of the Property and the estimated value of the insured personal property. Each policy described in this Subsection shall name The Manager as the insured.
(2) Property tax, levies and dues.
The Manager shall pay all taxes and fees assessed against the Property by governmental agencies from rental income.
(3) Necessary Repairs.
The Manager shall perform Necessary Repairs as soon as possible, and in no event more than thirty (30) days following discovery of the condition requiring action. “Necessary Repairs” shall refer to all work required to –
(i) maintain the Property in a condition equivalent to its condition on the Effective Date;
(ii) correct conditions which immediately endanger the integrity of Property, or the safety or health of the occupants, guests or public;
(iii) comply with the requirements of any association of which the Property is part; or
(iv) respond to a condemnation or enforcement action by a governmental agency.
(4) Salaries and Wages.
The Manager shall pay wages and salaries of all workers from rental income
(5) Utility Charges.
The Manager shall also pay all utility charges from rental income.
(6) Rental Expenses
The Manager shall pay all expenses associated with rental of the Property from rental income.
4.2 OPERATING BUDGET.
A. Content of Operating Budget.
The Operating Budget shall consist of a reasonable estimate of all expenses described in this Agreement as Mandatory Expenditures, and of all rental income, with each item allocated as described in this Agreement.
B. Computation and Allocation of Income/Expenses.
The Manager shall estimate the annual income and the annual cost of each of the Mandatory Expenditures, and allocate each component as described in this Agreement. The result shall be the Operating Budget and the basis for Regular Assessments.
When there is a demonstrable increase or decrease in an item of income or expense included in the Operating Budget during the course of a fiscal year, the Manager may revise the Operating Budget to correspond with such increase or decrease, and adjust the Regular Assessments accordingly. No approval shall be required for such an adjustment. To implement such an adjustment, the Manager must provide verifiable documentation showing the increase or decrease with the Notice showing the revised budget and the Regular Assessment adjustment at least thirty (30) days before the due date of the first affected Regular Assessment payment. Any Co-Owner may challenge the validity of an adjustment implemented under this Section by emailing or writing the Manager to explain this adjustment in a physical meeting. Alternatively, the Co-Owner may withdraw his/her investment according to the provisions of the agreement if he/she is unsatisfied.
REMITTANCES, TRANSPARENCY AND ANNUAL MEETINGS
5.1 REMITTANCES OF DIVIDEND AND CAPITAL
A. For the purposes of remittances, all owners are required to and hereby consent to provide full bank account details to receive all remittances and such details may not be changed without giving prior one month’s notice in writing to the Manager of such changes with reason. Where a Party changes bank account details, such account must retain the same account names and identity details as those of the registered user. However, in the event of a change of name, a Co-owner will be required to provide legal credentials for such change; including: Court Affidavit and Newspaper publication. The provisions of Article 5.2 shall apply in the event of death of a Co-owner.
B. Rental income shall be shared to all owners on the basis of each owner’s percentage of investment in the property by Co-owners
5.2 REMITTANCES UPON DEATH
In the event of death of a Party, funds invested and accruing rental income on the investment remain the property of the Co-owner until payments are made to or for the benefit of a beneficiary. Thus, on the death of a Party, accruing financial benefits will form part of the estate of the deceased Party and will be remitted to nominated beneficiary. In other words, unless and until the Manager receives notice of death and request of payments to or for the benefit of beneficiary stated in a Will of the deceased or Letters of Administration, unclaimed rental income shall be paid into the bank account of C-owner(s).
5.3 REMITTANCES AFTER DEATH FOR CO-OWNER(S)
In the case of a deceased Party within a Group of Co-owners, the portion of funds invested and accruing rental income on investments of such deceased Group member goes to that deceased Party’s designated bank account rather than the surviving Group members.
REPORTS AND VISITS
6.1 TRANSPARENCY REPORTS
In keeping with the Manager’s core value of integrity and transparency, the Manager shall provide periodic quarterly or annual updates on the Property to every subscriber via the registered email address and/or on www.thef100group.com website. Updates are written reports, pictures showing the property and events relevant at the time.
6.2 VISIT TO THE PROPERTY
Co-owners may visit owned property anytime. Co-owner interested in visiting the property shall a notice email to firstname.lastname@example.org or or call +234 813 891 1937 with notice to visit not later than three (3) days before scheduled visit. This is to ensure adequate notice given to occupant(s) in the property.
WITHDRAWALS, CANCELLATION AND REFUNDS
An investor can withdraw his/her interests in the property on the following conditions:
– A withdrawing Co-owner must be subscribed to the property for a period not less than 3 years. A withdrawal notice by a Co-owner who is subscribed to the property for a period less than 3 years will be acknowledged but will not be attended to;
– A withdrawing Co-owner must give the Manager prior notice in writing of the intention to withdraw within a period not less than six (6) months before the intended date of withdrawal.
– Upon receiving a withdrawal notice from a withdrawing investor, the Manager shall value the User’s interests in the manner determined by an expert Valuer and remitted to the investor’s bank registered account not later than six (3) months upon receipt of notice.
A Co-owner may only cancel within 24 hours of payment of purchase price upon which such payment will be put towards operation of the property.
Where a Co-owner’s cancellation is approved, the Manager will initiate a refund to the Co-owner’s payment to the bank account provided by Co-owner with the same name as the Co-owner within 21 days. However, the Co-owner will be responsible for paying any accruing bank debit or credit charges in addition to 15% of the total purchase price fee as administrative charges.
A Co-owner cannot transfer or charge a debt or mortgage to his or her interests in the property but can withdraw interests in the property as provided. Any transfer of a Co-owner’s interests in the property is to the extent of such transfer illegal and void. However, where a Co-owners dies Clauses 5.2 and 5.3 above shall apply.
Whenever this Agreement requires a determination of the “Appraised Value” of the Property, the value shall be determined through an appraisal process as follows:
A. Not later than the date on which this Agreement requires or allows Manager and/or Co-Owner(s) to initiate determination of Appraised Value (the “Appraisal Initiation Date”), the Appraiser must meet the following requirements (a “Qualified Estate Surveyor and Valuer”) – (i) having at least 3 years’ experience estimating the value of real estate similar to the Property in the area where the Property is located, (ii) holding a valid real estate sales, brokerage or appraisal license, (iii) having no prior business or personal relationship with the Co-owner(s) initiating valuation, and (iv) agreeing in writing to complete his/her valuation within fourteen (14) calendar days of retention.
B. The Qualified Valuer shall determine a fair market value for the Property and Co-Owner(s) interest based upon the conditions that exist at the time of the appraisal within fourteen (14) calendar days of the Appraisal Initiation Date.
8.2 EFFECTIVE DATE OF AGREEMENT
The “Effective Date” of this Agreement shall be the date the investor opts in by purchasing an interest.
8.3 DISPUTE RESOLUTION
A. Applicability of ADR Provisions
In general, the provisions of this Section shall apply to all disputes between Parties, or between the Manager and any Party, relating to this Agreement or the Property. The property will continue business during and throughout the arbitration process and at no time shall activities be stopped to determine an issue.
B. Meet and Confer.
Disputing Parties shall make a reasonable attempt to resolve the dispute by themselves before employing the mechanisms described in the Subsections below. For the purposes of this Subsection, a reasonable attempt shall constitute, at a minimum, an attempt by each Party to schedule a telephone discussion with the other, and participation in good faith in such a telephone discussion within fourteen (14) days of the first scheduling attempt. The failure or refusal of either Party to make the efforts described in this Subsection shall, in and of itself, constitute a violation of this Agreement.
(1) Arbitration is a voluntary or mandatory method of resolving a dispute by delegating decision-making authority to a neutral individual or panel. Except as otherwise provided in this Agreement, any dispute related to the Property or the Association shall be resolved through mandatory arbitration by the Abuja Multidoor Courthouse. Any Party affected by a dispute may initiate arbitration by Notice. All Parties shall pursue arbitration to a conclusion as quickly as possible and conclude every case within six (6) months from the date of the initial Notice demanding for arbitration. Arbitrators shall have discretion to allow the Parties reasonable and necessary discovery in accordance with applicable law, but shall exercise that discretion mindful of the need to promptly and inexpensively resolve the dispute. If a Party refuses to proceed with or unduly delays the arbitration process, any other Party may petition a court for an order compelling arbitration or other related act, and shall recover all related expenses, including attorney’s fees, unless the court finds that the Party against whom the petition is filed acted with substantial justification or that other circumstances make the recovery of such expenses unjust. An arbitration award may be entered as a court judgment and enforced accordingly. The arbitration award shall be binding in every case.
(2) Parties shall endeavor to explore amicable settlement options prior to resorting to arbitration.
(3) EACH PARTY AGREES TO HAVE ANY DISPUTE RELATED TO THE PROPERTY DECIDED BY ARBITRATION AND HEREBY GIVES UP ANY RIGHTS HE/SHE MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT. IF A PARTY REFUSES TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, HE/SHE MAY BE COMPELLED TO ARBITRATE. EACH PARTY’S AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY.
(4) The following matters need not be submitted to binding arbitration:
(i) An action or proceeding to compel arbitration, including an action to impose sanctions for frivolous or bad faith activity designed to delay or frustrate arbitration;
(ii) An action or proceeding which is within the jurisdiction of a probate or domestic relations court; or
(iii) An action to record a notice of pending action, or for an order of attachment, receivership, injunction or other provisional remedy which action shall not constitute a waiver of the right to compel arbitration.
If a Party or Manager becomes subject to any claim, liability, obligation, or loss arising from or related to the willful or negligent act or omission of another Party, such other Party shall fully indemnify him/her from all associated costs and expenses including attorney fees.
This Agreement may be amended at any time and from time to time. Such amendments will be communicated to the investors.
8.6 OTHER GENERAL PROVISIONS
A. Except as specifically provided in this Agreement, no Party shall have the right to assign any of his/her rights or to delegate any of his/her duties under this Agreement without the approval of Manager.
B. Time is expressly declared to be of the essence in this Agreement.
C. This document contains the entire agreement of the Parties relating to any matter regarding the Property. Any prior or contemporaneous written or oral representations, modifications or agreements regarding these matters, including but not limited to those contained in any purchase agreement or preliminary commitment, shall be of no force and effect unless contained in a subsequently dated, written document expressly stating such representation, modification or agreement, signed by the User.
D. Each Party hereby consents to the exclusive jurisdiction of the state and federal courts sitting in the state where the Property is located in any action on a claim arising out of, under or in connection with this Agreement or the transactions contemplated by this Agreement.
E. Each Party further agrees that personal jurisdiction over him/her may be effected by service of process by registered or certified mail addressed as provided in this Agreement, and that when so made shall be as if served upon him or her personally within the state where the Property is located.
F. If any provision of this Agreement or the application of such provision to any person or circumstance shall be held invalid, the remainder of this Agreement or the application of such provision to persons or circumstances other than those to which it is held invalid shall not be affected.
G. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
EACH INVESTMENT HAS BEEN CALCULATED TAKING INTO CONSIDERATION HISTORIC AND EXISTING MARKET CONDITIONS, ECONOMIC POLICIES AND MARKET PRICES. INVESTMENT YIELD, RETURN ON INVESTMENT AND FINANCIAL PROJECTIONS/BASELINE ARE AS THE DATE OF OFFER. IN THE EVENT OF CHANGES DUE TO EXTERNAL FACTORS SUCH AS ACT OF GOD, ECONOMIC AND POLITICAL POLICIES OF THE COUNTRY WHERE INVESTMENT IS SITUATED, COMMUNICATIONS WILL BE SENT OUT TO INVESTORS IN ADVANCE ON THE IMPLICATIONS OF THESE CHANGES ON THE INVESTMENT AND THE F-100 LIMITED SHALL NOT BE LIABLE FOR POOR PERFORMANCES IN THAT REGARD. HOWEVER, INVESTMENTS IN REAL ESTATE GUARANTEES YOUR CAPITAL, HEDGES AGAINST INFLATION AND HISTORICALLY HAS BEEN KNOWN TO APPRECIATE OVER TIME.
If you have any questions about this User Agreement, please contact us by emailing email@example.com or call (234) 813 891 1937 | (234) 803 649 7718