Terms of service

DoorRaise, Inc. (“DoorRaise”, “we”, “us”) provides software and administrative services that help sponsors of apartment deals present private offerings, check investors, collect signatures, coordinate escrow and keep investors updated. By creating an account, clicking to accept, or using the site in any way, you agree to these terms, our privacy notice and, when you sign anything, our consent to electronic records and signatures. If you don’t agree, don’t use the site. If you use the site for an entity, you confirm you have authority to bind it.

These terms apply to the site and our services. The Sponsor Agreement, Posting Rules, Risk Disclosure and consent to electronic records and signatures apply as stated in each. For any investment, the offering documents (private placement memorandum, operating agreement and subscription agreement) are the only terms of that investment. If anything on the site, in an email, in a video or from a sponsor differs from the offering documents, the offering documents control.

DoorRaise is a technology and administration provider. We are not a broker-dealer, funding portal, investment adviser, investment company, bank, trust company, escrow agent, transfer agent, qualified custodian, law firm, accounting firm or tax adviser, and we are not registered as any of these. We are not a party to any investment, operating agreement or subscription agreement, and we are not a fiduciary, agent, partner or joint venturer of any sponsor or investor.

We don’t offer, sell or solicit offers to buy any security. Each offering is made only by its sponsor, to the people the sponsor’s offering documents allow, and only through those documents. Nothing on the site is an offer or solicitation in a place or to a person where it would be unlawful.

We don’t recommend, rank, endorse, vouch for, value or negotiate any offering or sponsor, and we don’t give investment, legal, tax, accounting or financial advice. Any example, calculator or projection on the site is an illustration, not a prediction or a promise.

Our fees are flat dollar amounts, not a percentage of the money raised, and are listed on our pricing page and on each deal’s fee card. The $5,000 closing fee is payable only if a deal closes, and is refundable as described under Fees.

Investor money never passes through DoorRaise, and DoorRaise never holds, controls or has access to it. Funds are wired directly to an independent escrow agent named on each deal and are released only under that deal’s escrow terms. Wire instructions appear only inside your signed-in account after your documents are countersigned and your screening is clear. We will never ask you to send money by email, text, phone, social media or to any account not shown in your account. We never change wire instructions by email. Before every wire, call the escrow agent at a phone number from its own website to confirm the instructions. If anything looks wrong, stop and tell us at once.

You must be at least 18, able to form a binding contract, and not a person on any U.S. government sanctions list or located in a country subject to comprehensive U.S. sanctions. Give accurate, complete, current information, and tell us promptly when it changes. One person, one account: don’t share your account or create accounts to avoid a suspension.

Keep your sign-in details private. You are responsible for all activity on your account. Tell us right away at support@doorraise.com if you think someone else has used it. We aren’t liable for loss from unauthorized use before you tell us, unless the law says otherwise.

Each offering on DoorRaise is made by its sponsor, not by DoorRaise, under Rule 506(c) or Rule 506(b) of Regulation D or another exemption the sponsor relies on. Offerings aren’t registered with the SEC or any state, and no regulator has reviewed or approved them.

“Verified” on DoorRaise means we checked the specific facts listed next to it, on the date shown, against documents the sponsor or a third party gave us. It does not mean we investigated the sponsor or property, that the deal is a good or safe investment, that projections will be met, that a document is genuine in every respect, or that we checked anything not listed. We rely on information and documents given to us by others. Tools we use to review documents, including software that uses artificial intelligence, only help our staff do a first pass; they can be wrong, and a person makes each decision.

Read every offering document before investing and make your own decision, ideally with your own lawyer, tax adviser and financial adviser. Private real estate investments are speculative, illiquid and risky, and you can lose all of your money. Don’t invest money you can’t afford to lose.

A commitment on DoorRaise is not binding on the sponsor until the sponsor accepts your signed subscription agreement, and it is not complete until your funds are received in escrow. If a deal’s minimum isn’t reached by its deadline, escrowed funds are returned under the escrow terms.

You agree to give truthful and complete answers about your accredited investor status, identity, tax ID and source of funds, to update them if they change, and to let us, the sponsor and the escrow agent verify them. You will not invest for anyone else, or with money you have borrowed or obtained illegally, without telling us.

We will: show you your signed documents, funding status and ownership in your account; send the notices the offering documents require through the site; screen investors and check sponsors as described in our checklist before a deal goes live; tell you promptly, through your account and by email, if we pause or remove a deal you committed to or learn of a material problem that affects it; keep your tax ID encrypted and use it only for tax reporting, identity and sanctions checks; and answer complaints within 10 business days. These commitments are about how we run the platform. They are not a guarantee of any investment result.

If you post a deal, the Sponsor Agreement also applies to you. Sponsors are solely responsible for their offerings, including the accuracy and completeness of everything they publish and say to investors, compliance with securities laws, their Form D and state notice filings, and how they use investor money. We don’t supervise or guarantee any sponsor.

Every sponsor must name a backup contact and a second authorized signer for the deal’s bank account before the deal closes, as the Sponsor Agreement explains. If a sponsor dies, becomes incapacitated or can’t be reached, we may contact the backup contact, pause the deal page, tell investors, and give them their records so they can appoint a successor under the deal’s operating agreement. We don’t manage deals, hold investor money, or step in as a sponsor’s replacement.

The site depends on services run by others: escrow agents, banks and payment processors, identity and background check providers, filing and tax preparers, email and hosting providers, and e-signature and storage tools. We choose them with care but don’t control them. We are not responsible for what they do or fail to do, their errors, delays, outages or security incidents, or for their terms and fees. Links to other sites are for convenience; we don’t endorse them.

DoorRaise’s fees are listed on our pricing page and, for each deal, on its fee card. Unless we agree otherwise in writing, the $500 setup fee is paid by the sponsor when a deal is submitted, and the closing fee (which includes state filing fees) and yearly fee are paid by the deal’s entity. The closing fee is payable only if a deal closes, and DoorRaise will refund it if the closing is unwound or rescinded. The $500 setup fee is non-refundable, including if the sponsor withdraws the deal, we decline it after review, or it never launches or closes. Other fees already paid aren’t refundable except as stated on the pricing page. Fees don’t include taxes, escrow, bank, title, legal, accounting or third-party charges, which are paid by the people who incur them. Overdue fees can be collected from escrow or deal proceeds if the deal’s documents allow, and we may pause services until they are paid.

Don’t: give false or misleading information; impersonate anyone; access accounts or data that aren’t yours; probe, scan or test the security of the site; scrape, copy or mirror it; use bots or automated means except as we allow; interfere with its operation; upload malicious code or unlawful content; harass anyone; collect investor information for any purpose other than the offering; or use DoorRaise to break any law, including securities, anti-fraud, anti-money-laundering, sanctions, consumer protection, privacy, anti-spam and fair housing laws.

We may suspend or close accounts, refuse service, remove content or deals, freeze a deal’s activity, and report conduct to regulators and law enforcement, at any time and without notice where we think it’s needed to protect investors, the platform or the law. We have no duty to monitor, and not removing something doesn’t mean we approved it.

You keep ownership of what you post, but you give DoorRaise a worldwide, non-exclusive, royalty-free license to host, copy, display, distribute and adapt it as needed to run the site and the offering, to keep records, and to meet legal obligations. You promise you have the right to post it and that it is accurate, lawful and doesn’t infringe anyone’s rights. We may remove content that breaks these terms or the Posting Rules.

Our privacy notice explains what we collect and why. We use reasonable administrative, technical and physical safeguards, including encryption of tax IDs and bank details at rest, access controls and audit logs. No system is perfectly secure. If we learn of a breach affecting your personal information, we will notify you as the law requires. You are responsible for the security of your own devices and email.

You agree that we may send you notices, documents and other communications electronically, by email or by posting them to your account, as described in the electronic records and signatures consent. You can stop marketing emails at any time; you can’t opt out of messages about deals you’ve invested in, security or legal notices while you have an active investment or account.

We keep records of verifications, signatures, communications and audit logs as long as the law and the offering documents require, even if you close your account. We may disclose them to regulators, escrow agents, auditors, courts, your sponsor or fund entity, and as needed to run the offering.

The DoorRaise name, logo, door symbol, design, text and software belong to DoorRaise. You may use the site for its intended purpose but not copy, modify, resell, reverse engineer or build a competing service from it. No rights are given except those stated here.

THE SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT THE LAW ALLOWS, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY AND NON-INFRINGEMENT. WE DON’T WARRANT THAT THE SITE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, THAT CONTENT FROM SPONSORS OR THIRD PARTIES IS ACCURATE OR COMPLETE, OR THAT ANY OFFERING WILL RAISE MONEY, CLOSE, PERFORM OR RETURN CAPITAL.

TO THE FULLEST EXTENT THE LAW ALLOWS, DOORRAISE AND ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS AND AGENTS ARE NOT LIABLE FOR ANY INVESTMENT LOSS, LOST PROFIT, LOST OPPORTUNITY, LOSS OF DATA OR GOODWILL, OR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, EVEN IF WE WERE TOLD THEY WERE POSSIBLE, UNDER ANY THEORY. OUR TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE SITE OR SERVICES IS LIMITED TO THE FEES YOU PAID DOORRAISE IN THE 12 MONTHS BEFORE THE CLAIM FIRST AROSE. YOU AND DOORRAISE AGREE THESE LIMITS ARE A FAIR PART OF THE BARGAIN AND REFLECT OUR PRICES. Some places don’t allow certain limits, so some may not apply to you. Nothing in these terms limits liability that can’t be limited by law, including liability for our own fraud, and nothing in these terms waives any right you have under the federal securities laws that can’t be waived.

Any claim related to the site or services must be started within one year after it first arose, or it is permanently barred, unless the law gives you a longer period that can’t be shortened.

You agree to defend, indemnify and hold harmless DoorRaise, its owners, directors, officers, employees, contractors and agents from claims, losses, liabilities, penalties, damages and reasonable legal and expert costs brought by others or by a regulator that arise from: your breach of these terms or any agreement with us; your content; your offering, statements or promotion (if you are a sponsor); your false or incomplete information; your violation of law or of anyone’s rights; or your misuse of the site. We may take over the defense of any matter at your expense, and you will cooperate. You may not settle a claim that imposes obligations on us without our written consent.

You may close your account at any time, but obligations you have already taken on (for example, a signed subscription or sponsor agreement, fees owed, or duties to investors) continue. We may suspend or end your access at any time. When access ends we keep what the law and the offering documents require, and we will give investors and sponsors a way to get their records. These sections survive: Fees, Your content, Disclaimers, Limitation of liability, Time limit, Indemnity, Disputes and General.

Talk to us first. Write to us with a short description of the problem, and give us 30 days to try to resolve it before starting a claim.

Binding arbitration. Except for the exceptions below, any dispute between you and DoorRaise, its owners, officers, employees or agents, arising from or relating to these terms, the site or our services, is resolved by final and binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules (or its Commercial Arbitration Rules if you use the site for business), by one arbitrator. The arbitrator decides arbitrability and may award any remedy a court could. Hearings are held by video or in the county where you live, unless we agree otherwise. We pay filing fees above what a court would charge if you ask us to for a good-faith reason.

No class actions. Claims are decided only on an individual basis. You and DoorRaise give up the right to bring or take part in any class, collective, consolidated or representative action. If this waiver is found unenforceable for a claim, that claim goes to court, not arbitration.

No jury. To the fullest extent the law allows, you and DoorRaise waive any right to a jury trial.

Exceptions. Either side may sue in small-claims court for claims within its limits; either side may ask a court for an injunction to stop misuse of intellectual property or confidential information; and nothing here prevents you from contacting or filing a complaint with the SEC, a state securities regulator, FINRA or any other agency. Nothing in this section waives any right you have under the federal securities laws that can’t be waived by agreement.

Opt out. You can opt out of arbitration and the class waiver by emailing us within 30 days of first accepting these terms, with your name and the words “opt out of arbitration”.

Law and courts. These terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws rules, and the Federal Arbitration Act. For any dispute not sent to arbitration, you and DoorRaise submit to the exclusive jurisdiction of the state and federal courts in Delaware.

If you believe a sponsor or deal is misleading, unsafe or breaking the law, or if you see a suspicious payment request, tell us at support@doorraise.com. We take reports seriously, may pause a deal while we look into it, and will not penalize anyone for a good-faith report. You can also contact the SEC (sec.gov/tcr) or your state securities regulator.

We aren’t liable for a failure or delay caused by something outside our reasonable control, including natural disaster, pandemic, war, terrorism, strikes, government action, failures of power, internet, banks or other third parties, or cyberattacks despite reasonable safeguards.

These terms are the whole agreement between you and DoorRaise about the site and replace earlier understandings about it. If part is unenforceable, the rest stays in effect and the part is changed to the least extent needed. Our not enforcing something isn’t a waiver. You may not assign these terms without our consent; we may assign them to an affiliate or a successor to our business. No one else has rights under these terms, except the people we protect in the indemnity and limits above. “Including” means “including without limitation”. Headings are for convenience. You may not use the site in violation of U.S. export or sanctions laws.

We may update these terms. If a change is significant, we’ll tell you by email or on the site before it takes effect, and we may ask you to accept the new version before you continue. Changes don’t apply to a dispute that started before the change. The version and date are shown at the top of this page. Using the site after a change takes effect means you accept it.

Questions about these terms? Write to support@doorraise.com.