Preferred Terms for Qualified Investors
Larger allocations. Direct founder access. Priority token delivery.
Accredited Investor Requirement
This offering is limited to accredited investors as defined by SEC Rule 501. You must have:
- • Net worth over $1 million (excluding primary residence), OR
- • Income over $200K ($300K joint) in each of the last two years
Verification will be required before investment is accepted.
Investment Tiers
Seed
$25K - $99K
- ✓ $0.01/token (seed price)
- ✓ Monthly investor calls
- ✓ Direct Slack access to founders
- ✓ Advisory input on roadmap
Strategic
$100K - $499K
Most Popular- ✓ Everything in Seed, plus:
- ✓ Board observer seat
- ✓ Co-marketing opportunities
- ✓ Pro-rata rights for future rounds
Lead
$500K+
- ✓ Everything in Strategic, plus:
- ✓ Board seat option
- ✓ Custom token vesting terms
- ✓ Direct negotiation with CEO
Honest Assessment
What We Have
- ✓ Working product (Chrome extension, mobile apps)
- ✓ Merchant integrations built
- ✓ Fraud detection engine
- ✓ Marketing website live
- ✓ Waitlist collection active
What We Don't Have
- ✗ Revenue ($0 to date)
- ✗ Active paying users (pre-launch)
- ✗ Proven unit economics
- ✗ App store approvals
- ✗ Validated savings claims
Savings Claims Disclosure
All savings figures ($1,200/year, $100/month, etc.) are projections based on industry benchmarks (Honey, Rakuten public data). We have zero actual user data. Real results may be significantly lower—potentially $2-5 per transaction average based on typical cashback rates.
Fund Protection Structure
Third-Party Escrow
Investment funds are held by [Escrow Provider] in a segregated account. Funds are released only upon hitting defined milestones or returned if milestones are not met within agreed timeframes.
Legal Structure
SAFT (Simple Agreement for Future Tokens) with Delaware governing law. Standard terms used by Y Combinator companies. Reviewed by securities counsel.
Not Commingled
Investor funds are NOT mixed with operating expenses. We cannot use your investment to pay salaries or bills until milestones release funds from escrow.
Utility Token (Not a Security)
$SPLI provides platform utility (cashback multiplier, staking, governance) and is structured to not be a security under the Howey test. We do not promise profits from our efforts.
Material Risk Factors
- • Total Loss: You may lose 100% of investment
- • Illiquidity: No guaranteed secondary market
- • Pre-Revenue: Zero proof of business model
- • Regulatory: Token laws may change
- • Competition: Honey ($4B exit) is well-funded
- • Execution: Team is unproven at scale
- • Technology: Product may not achieve PMF
- • Timing: TGE may be delayed or cancelled
This is a speculative investment suitable only for those who can afford total loss.
30-minute call to discuss terms and verify accreditation.