Some risks of investing and of our Services are set out below. Additional risks may be set out in the Home Trust Conditions or other Offer Materials of any Home Trust in which you invest.
Risks & Policies
Risks
General investment risk
Returns on your investment are not guaranteed. Making an investment involves risk and you could get back less money than you put in.
Residential property values can increase or decrease, influenced by various factors including economic conditions, political changes, and taxation. These factors can impact the residential property market and, in turn, the value of individual property that a Home Trust is invested in. The value of Shares could be adversely affected by a downturn in the residential property market, particularly in terms of capital value and/or a decline in residential rental yields.
Damage and insurance
There are risks of defects and damage to the property, for examples, normal wear and tear, damage caused by tenants, or natural disasters. To manage these risks, the property will be insured, and a bond will be held by New Zealand Tenancy Services. However, certain events may not be insurable. The property's value could be adversely affected if losses occur due to uninsurable risks, under-insurance, or denied claims. These factors may, in turn, impact the value of your investment.
Valuation risk
Property valuations are based on valuers’ opinions at a specific time and influenced by current economic conditions. They are inherently subjective, and significant differences can arise between valuations and actual sale values.
Cashflow shortfall
Each Home Trust will maintain limited cash reserves. If it incurs unexpected costs that cannot be recovered from tenants, insurance, or bonds, or unexpected falls in rental income, it could be reliant on third party financing (for example bank borrowing) or requiring further contribution from investors (this would require support of at least 75% of all investors of that Home Trust). In the unlikely event this situation arises, we may need to sell the property and wind up the Home Trust to meet the shortfall.
Liquidity risk
While we provide a secondary market for the Shares, there is no guarantee that there will be willing purchasers at the time you want or at the price you set. You should ensure that you are comfortable having your money committed until such time.
If a property pre-sale is unsuccessful in selling all its shares, then the property listing will be cancelled and all investors will be returned their funds in full.
Legal, regulatory, and tax
Your investment, and any returns you receive may be subject to the tax laws of New Zealand and other jurisdictions. We do not provide any tax advice. You are solely responsible for understanding how your activities in relation to the Platform will be taxed under the laws applicable to you. Changes in any law (including tax laws), regulation or government policy in New Zealand could have an impact on the performance of your investment.
Processing of transactions
There may be times that transactions cannot be settled or are delayed. Processing times differ for each transaction and will depend on our requirements and the requirements of third parties.
Other information
Homeshare and any person associated with us (including directors, shareholders, employees, and any other related parties) may invest in Home Trusts via the Platform or may have other interests (including as the original vendor) in underlying properties of Home Trusts.
Got any unanswered questions?
Terms & Conditions
These Terms and Conditions (Terms) apply to your use of the Platform and the Services provided by Homeshare Scheme Management Limited or another company in the Homeshare group (Homeshare, we, us or our).
When we mention you or your in these Terms, we are referring to the person accessing and/or using the Services, as well as any entity you are authorised to represent (as approved by us).
Unless otherwise specified, capitalised words and phrases have the meanings defined in here.
About Us
The Platform provides investors the opportunity to invest in New Zealand residential properties by purchasing shares in Home Trusts created and operated by Homeshare.
The shares are technically units in the Home Trusts, which are “managed investment products” as defined in the FMC Act (each a Share).
Each Home Trust is established under the Master Trust Deed and the relevant Home Trust Conditions. The purpose of each Home Trust is to acquire, hold, and manage a residential property, with the aim of generating returns for investors. As an investor, you will have a beneficial interest in the property acquired by the relevant Home Trust, including a proportional share to distributions from the Home Trust arising from any nett rental income generated from the property.
We also operate a Secondary Market where investors may buy or sell Shares through the Platform. Read more
Homeshare Scheme Management Limited is the operator of the Platform and the manager of each a Home Trust.
Homeshare Trustees Limited is the trustee for each Home Trust, holding its assets on trust for you and other investors.
How these terms apply
By accessing the Platform, and/or using the Services, you agree to these Terms. If you are accessing and using the Services on behalf of another person (such as a company or trust), you confirm that you are authorised to do so and that you agree to these Terms on their behalf. By agreeing to these Terms for another person, you confirm that the person is bound by them.
If you do not agree to these Terms, you must not create an Account, and you must stop using the Platform and Services immediately.
If you have created an Account and wish to invest in a Home Trust, you agree to the terms outlined in the Master Trust Deed, the relevant Home Trust Conditions, and Offer Materials. You will be prompted to confirm your agreement during the investment process.
In the event of any conflict between these Terms and any written or verbal communication between you and us, these Terms will take priority. Similarly, if there is a conflict between these Terms, the Master Trust Deed, Home Trust Conditions, or other Offer Materials, the Home Trust Conditions will take priority, followed by the Master Trust Deed, and then other relevant Offer Materials.
How does it work
The Home Trusts are created and managed by Homeshare. The rights associated with your Shares, including distributions, are as set out in the Master Trust Deed, Home Trust Conditions and Offer Materials.
To invest in a Home Trust, you must first successfully create an Account and meet all eligibility criteria we specify from time to time. Read more
Once your Account is open, you may top-up funds to your Wallet. Read more
You can use the funds in your Wallet to invest. The application to invest constitutes an application to subscribe for Shares on the terms of the Master Trust Deed, the Home Trust Conditions, and relevant Offer Materials. Read more
You can own Shares in two ways:
Live listing
Subscribing Shares in the initial offer, where each Home Trust is divided into 1,000 Shares.
Open sales
Purchasing Shares via the Secondary Market. Read more
Opening an account
General
To access and use the functionality of the Platform, and the Services, you need to apply for an Account following the requirements of the Platform and these Terms.
Your application is subject to our approval. We may decline your application, and we are not required to give reasons if we decide not to do so.
Checks we do
You can create an Account only if you meet, and continue to meet, the following criteria:
if an individual, be at least 18 years old;
have and continue to have a valid email address and password;
you have provided accurate, complete and truthful information as required by us for any reasonable purpose, including Account opening, tax information, AML/CFT requirements and Wholesale Investor certification; and
you consent to us collecting and using Personal Information that you have provided to us in accordance with our Privacy Policy.
What do you need
You authorise us, or third parties we may use, to take necessary steps to validate and authenticate your Account opening information, and any other information you provide to us, including for the purposes of complying with AML/CFT requirements.
If we are not satisfied with the outcome of such enquiries, we may suspend or close your Account immediately, refuse to let you create such an Account or take any other action necessary to comply with any applicable legislation, regulation or if required by one of our regulatory bodies. If we do so, we may not give you reasons (as we may be restricted by law from doing so).
Some people may not be able to invest
Creating an Account does not automatically allow you to invest. You can only invest where we are satisfied that we are legally able to let you do so, and this is in our sole discretion. This includes, but is not limited to, our satisfaction that the checks under clause 4.3 have been completed.
For certainty, the Shares in the Home Trusts will only be available for subscription or purchase by persons in New Zealand who do not require relevant disclosure under part 3 of the FMC Act. Any offer of Shares made on the Platform is not an offer or solicitation in any jurisdiction in which such an offer or solicitation is not authorised, or in which the person making such offer or solicitation is not qualified to do so, or to any person for whom it is unlawful to receive such an offer or solicitation. To the maximum extent permitted by law, we will not be liable for any loss that arises as a result of you investing where such loss is caused by the investment being made in breach of laws outside of New Zealand.
Your wallet
Holding your money on bare trust
We hold the funds in your Wallet on bare trust in a bank account with a New Zealand registered bank. You understand this is a pooled account where your funds will be held together with funds of other people using our Services. We keep detailed records so that your beneficial entitlement to the funds is clearly identifiable.
The funds in your Wallet will be kept separate from the funds we use to run our business and the funds of the Home Trusts. This means that your Wallet is protected from claims by our general creditors and those of the Home Trusts. We cannot use the funds in your Wallet for ourselves or others, except as agreed in these Terms.
Topping up your Wallet
You will need to add funds to your Wallet to invest.
You can top up your Wallet using a direct transfer from a New Zealand bank account or with a credit or debit card in your own name. We may restrict certain types of bank accounts or cards, and not all payment options may be available to you.
We may also set limits on the amount you can top up.
We are not responsible for any delays or defaults in the transfer of funds caused by a bank or other service provider.
If we cannot determine which Wallet the funds should be credited to, we may return them to where they came from, following the usual bank processing time and after taking off any relevant transaction fees or costs.
Earning income
If your investment in the Home Trusts earns money (for example, if the Home Trust you invested in makes a distribution), we will deduct any applicable fees, costs and taxes (see clause 9 below for more details) and credit the balance to your Wallet. For the avoidance of doubt, any distributions will also be net of any tax payable by the Home Trust, including tax payable under the PIE rules (if applicable). This is unless you have previously instructed us to do otherwise (such as if you instructed us to pay distributions directly to your nominated bank account).
There may be a delay between the distribution by Home Trust and the funds being available in your Wallet. Delays can occur due to processing times by us, the bank, or the service provider.
Investing funds in your Wallet
When your application to invest is accepted or where your Buy Order has been matched, you give us permission to debit the corresponding amount from your Wallet and to take any necessary steps to fulfil your payment obligations for those transactions. Once the funds are transferred to the appropriate party, they are no longer held on bare trust for you.
You also authorise us to deduct any fees under these Terms, the Master Trust Deed, or Home Trust Conditions that may become due and payable by you to us from time to time from amounts from your Wallet.
Withdrawing from your Wallet
You may withdraw funds from your Wallet at any time by completing a withdrawal request on the Platform.
Where we consider it is reasonably necessary due to, for example, restrictions in the technology (including third party protocols) we use, we may impose restrictions on the maximum daily amount that can be paid out to your nominated bank account. We reserve the right to change this threshold without prior notice to you where we reasonably need to do so but will publish any such restrictions on our Platform.
We are not responsible for any delays caused by banks or other service providers.
No fees
We do not charge a fee to deposit funds into your Wallet or to make a withdrawal from your Wallet.
No interest
Unless otherwise specified and communicated to you, any interest earned on funds held in your Wallet will accrue to us as a fee for our services (net of any applicable tax).
If we made an error
If we incorrectly credited funds to your Wallet that do not belong to you, you agree we can remove those funds without notice. If you withdraw the money before we can do so, you will owe us the value of that money.
Making investments
Holding your money on bare trust
A selection of investments is made available on the Platform. We do not give any recommendation or opinion as to whether you should make any investments through the Platform. Before investing, you should consider and assess whether the investment is suitable for you depending on your own financial circumstances and tolerance to risk. To help with this, you should read carefully clause 12 below. We recommend seeking any independent financial, legal and/or tax advice you need before you invest.
Making Orders
If you decide to buy Shares in a Live Listing, you may submit an Order where the Live Listing is still open for subscription.
Where there are multiple Orders, the Order submitted earliest in time will be given priority over Orders submitted later. Your Order will be matched until the full value of the Order is met. If the value of Shares available for subscription is less than the value of your Order, the Order will be filled up to the full value of the available Shares.
You agree and acknowledge that your Order might be partially filled, in which case we may require you to proceed with the Order with fewer Shares than you specified in your Order.
Your Order is subject to you having sufficient amount in your Wallet to pay the relevant investment amount.
Your confirmation
By making an Order (which, for the purpose of this clause 6.3, includes a Buy or Sale Order under clause 7), you agree and confirm that:
your Order is a legally binding and irrevocable;
you have read and accept the Master Trust Deed, relevant Home Trust Conditions, and other Offer Materials, made available on the Platform including through electronic means pursuant to the Contract and Commercial Law Act 2017;
any certificate, document, and supporting information provided to us to confirm your status as a Wholesale Investor will be given to, and can be relied upon by, us;
you may not acquire more than 20% of the Shares of any investor class of a Home Trust which is a PIE (in aggregate with any associate as defined in the Income Tax Act 2007 (NZ) of any other investor in relation to the Home Trust), except otherwise agreed with us.
What we may do
We may in our sole discretion:
require you to provide any further information or documents;
accept or reject your Order;
issue you with fewer Shares than you applied for in your Order;
meet some or all of your Order with issued Shares held by an underwriter or an existing investor (in such circumstances, we will fill your Order by a transfer of Shares, which is automatically treated as a Buy Order (defined below at clause 7);
withdraw a Live Listing before its closing date, or if the Live Listing has no closing date withdraw the Live Listing at any time;
amend any of the Offer Materials, provided that in making any such amendment, we will not increase your subscription for Shares in your Order, remove any specific rights that you would have under the Offer Materials or cause the Offer Materials to be materially more onerous or adverse to you, before the amendment; and
take any other actions that we consider necessary to maintain a Home Trust’s PIE status.
Secondary Market
General
You can place buy orders (Buy Orders) or sale orders (Sale Orders) for Shares on the Secondary Market at any time through the Platform.
Approval
We reserve the right to accept or refuse a Buy or Sale Orders, or to withdraw it subsequently (for example, including the following circumstances:
in our reasonable opinion, any applicable law or regulation has not been complied with;
if we are not satisfied that the person placing the Orders is a Wholesale Investor;
in our reasonable opinion, the sale or purchase of the relevant Shares would or could threaten the Home Trust’s status as, or eligibility to be, a PIE or would make that Trust an “overseas person” for the purposes of the Overseas Investment Act 2005;
if any tax (including PIE tax) or any other unpaid amounts, duties, commissions, fees, or charges remain outstanding in relation to the relevant Shares;
where any restrictions or limitations on the transfer of any Shares of a Home Trust contained in the Home Trust Conditions for that Home Trust have not been complied with.
Additionally, we do not guarantee that Buy Orders or Sale Orders listed on the Secondary Market will be matched, either fully or partially. We may change the terms of the Secondary Market, suspend or cease providing the Secondary Market at any time in our discretion.
Buying and selling Shares
To sell your Shares, you need to complete a Sale Order specifying the number of Shares you wish to sell and the minimum price per Share (within the Fixed Price Range) (Share Price).
To buy Shares, you need to complete a Buy Order specifying the number of Shares that you wish to buy and the maximum price per Share you wish to pay for.
We will let you know if a Sale Order has been matched with a Buy Order (Match). There may be a partial fill of the Sale or Buy Order, in which case, you will be required to buy or sell only some less Shares than specified in your Orders.
Where there are multiple Buy Orders eligible to be matched with a Sale Order, a Buy Order submitted earliest in time will be given priority over Buy Orders submitted later. Buy Orders will be matched until the full value of the relevant Sale Order is met. If the value of the relevant Sale Order is less than the value of the Buy Order, the Buy Order will be filled up to the full value of the Sale Order.
You agree and acknowledge that your Buy or Sale Order might be partially filled, in which case we may require you to proceed with fewer Shares than you specified in your Buy or Sale Order.
If there is a Match:
we will place a hold on the buyer’s Wallet for the matched amount, calculated based on the number of Shares being purchased and the Share Price (Purchase Amount);
we will credit the Purchase Amount (less fees and certain taxes) to your Wallet as soon as reasonably possible and facilitate the transfer of the relevant Shares from you to the buyer.
If there is no Match, you can either leave the Sale Order or Buy Order active or request to withdraw.
Your obligations
Obligations
When you access and use the Platform, and our Services, you agree that you will:
comply with and use the Platform and our Services in accordance with these Terms;
comply at all times with all applicable laws, including cooperating, assisting and providing information to us in relation to such compliance when we request;
act in good faith towards us and other users at all times;
keep your Account username and password secure, confidential, and protected from misuse;
immediately notify us if you become aware that any information or representation given by you, or on your behalf, to us has become untrue, misleading or incomplete; and
immediately notify us if you become aware of any disclosure or unauthorised use of your user details, by sending an email to support@homeshare.co.nz or notifying us through the Platform.
Prohibited activities
You must not (nor attempt to):
infringe the rights of any person or entity, including any Intellectual Property Rights, privacy and/or contractual rights;
interfere with or attempt to impair our computer systems or transmit software, viruses, worms or other harmful files, code or malware;
use a robot, spider, scraper or other unauthorised means to access the Platform or extract data or any content shown on the Platform;
reverse engineer any aspect of the Platform, or attempt to gain any unauthorised access to any part of the Platform, including attempting to gain access to another person’s Account;
use the Platform, and/or the Services to engage in any restricted, unethical, or illegal activities (whether illegal in New Zealand or where you are located); or
do anything else that may interfere with or negatively affect the operation of our Platform, the Services or other users’ use and enjoyment of the Services, and/or the Platform.
Representations and warranties
To sell your Shares, you need to complete a Sale Order specifying the number of Shares you wish to sell and the minimum price per Share (within the Fixed Price Range) (Share Price).
To buy Shares, you need to complete a Buy Order specifying the number of Shares that you wish to buy and the maximum price per Share you wish to pay for.
We will let you know if a Sale Order has been matched with a Buy Order (Match). There may be a partial fill of the Sale or Buy Order, in which case, you will be required to buy or sell only some less Shares than specified in your Orders.
Where there are multiple Buy Orders eligible to be matched with a Sale Order, a Buy Order submitted earliest in time will be given priority over Buy Orders submitted later. Buy Orders will be matched until the full value of the relevant Sale Order is met. If the value of the relevant Sale Order is less than the value of the Buy Order, the Buy Order will be filled up to the full value of the Sale Order.
You agree and acknowledge that your Buy or Sale Order might be partially filled, in which case we may require you to proceed with fewer Shares than you specified in your Buy or Sale Order.
If there is a Match:
we will place a hold on the buyer’s Wallet for the matched amount, calculated based on the number of Shares being purchased and the Share Price (Purchase Amount);
we will credit the Purchase Amount (less fees and certain taxes) to your Wallet as soon as reasonably possible and facilitate the transfer of the relevant Shares from you to the buyer.
If there is no Match, you can either leave the Sale Order or Buy Order active or request to withdraw.
Representations and warranties
When you access and use the Platform, and our Services, you agree that you represent and warrant to us (on a continuing basis) that:
you will provide true, current and complete information (including your contact details) in all of your dealings with us; and
you are the beneficial owner of the Account, and no one else has rights of any kind over the amounts (including security interests) in the Account;
you will not be in breach of or infringe any provisions of any existing arrangements to which you are a party to by agreeing to these Terms;
if you are a company or other entity, you are duly organised, validly existing and in good standing under the laws of your jurisdiction of organisation;
you have read and understood the risks set out in clause 12and understand that investments via the Platform are speculative and involve a substantial degree of risk of loss of your entire investment;
you are a Wholesale Investor; and
your use of the Platform and our Services, or investment in any Home Trust, will not violate any law outside New Zealand and any such transaction is lawful in the country of your principal place of business or residence.
Fees
When you use the Platform, you agree to pay us the fees set out on the “Fees” page of the Platform available [here-hyperlink], in these Terms, in Home Trust Conditions or in separate agreements.
In addition to the fees set out on the “Fees” page of the Platform, our fees also include:
a fee equal to any interest earned on funds in your Wallet (net of any applicable tax) which are not invested in a Home Trust (including funds which have been paid from a Home Trust into your Wallet;
fees specific to an investment in a Home Trust, which are set out in the Home Trust Conditions for that Home Trust).
We may change our fees from time to time by giving you notice (either by email or on the Platform).
You are responsible for any third-party fees, costs or expenses you incur in relation to receipt of our Services.
If amounts are outstanding by you, you agree that we can do one or more of the following:
set off any money you owe us against money we owe you;
pay us using any money in your Wallet;
sell or otherwise deal with Shares held by you and pay us using the proceeds;
immediately cancel or suspend any of your withdrawal requests; or
take legal action against you to recover any money you owe us, along with any costs and expenses we have to pay to get the money back.
All fees, costs and charges payable will be charged plus GST (if any).
Tax
Tax treatment of investments on the Platform
The Tax treatment of investments on the Platform will be determined by us. Tax will affect your returns and we recommend that you seek professional advice. Refer to the relevant Home Trust Conditions for more detail on the tax treatment of your investment in that Home Trust.
PIE status of Home Trusts
From time to time, we may elect for a Home Trust to become a PIE. While we generally intend to elect for a Home Trust to become PIE when the legal requirements have been met:
we have no obligation to make any such election; and
we do not guarantee that any Home Trust will become a PIE or maintain its PIE status (as applicable).
A Home Trust that is not a PIE will be taxed as a company and the returns you receive from investing in that Home Trust will be subject to the ordinary tax rules which may result in a lower after-tax return.
Tax information
You:
will provide to us any information that we consider necessary for the purposes of complying with Tax law;
warrant (on a continuing basis) that all such information you provide to us is true and accurate; and
undertake to notify us as soon as reasonably practicable if any previous information provided to us is no longer current, accurate or complete.
Withholding tax
From time to time, we may be required under law to deduct Tax from amounts we pay to you. If we reasonably determine that we are required to deduct Tax from a payment to you, we may:
make the payment net of that Tax (and any other relevant expense) and will not be liable to pay you any additional amount on account of the Tax or relevant expense withheld; and
issue a withholding tax certificate (if applicable). We do not guarantee that you will be entitled to a Tax credit for the Tax withheld and will have no liability to you in relation to the credit.
Tax indemnity
You shall indemnify us in respect of any Tax paid or payable by us on behalf of or in relation to your Shares and your Account.
Disclaimers
Your use of the Platform and Services is at your own risk.
To the extent permitted by law, we provide the Platform and Services on an “as is” and “as available” basis, without any warranties or conditions of any kind, either express or implied. We make no warranty that the Platform or the Services will meet your requirements, will be available on an uninterrupted and error free basis, or will be accurate, reliable, or complete. You acknowledge and accept that the Platform may be temporarily unavailable from time to time for maintenance and/or upgrade or due to unexpected technical issues.
Without limiting clause 12, we have no liability or responsibility to you or any other person for any Loss in connection with:
the Platform being unavailable (in whole or in part) or performing slowly;
any error in, or omission from, any information made available through the Platform;
any exposure to viruses or other forms of interference which may damage your computer system or expose you to fraud when you access or use the Platform. To avoid doubt, you are responsible for ensuring the process by which you access and use the Platform protects you from this; and
any site linked from the Platform. Any link on the Platform to other sites does not imply any endorsement, approval or recommendation of, or responsibility for, those sites or their contents, operations, products or operators.
We make no representation or warranty that the Platform is appropriate or available for use in all countries or that the content satisfies the laws of all countries.
Any information on the Platform does not constitute financial advice for the purposes of the FMC Act. Nor do any statements on the Platform take into account your personal financial circumstances and objectives.
All information accessible on the Platform relating to the underlying property (including information memoranda, marketing materials, third party reports, periodic and current reporting, and other similar materials) are general in nature and does not contain all information that a prospective investor may require to evaluate a decision to invest in the proposed investment and the risks associated with such investment.
You must carefully read all available information, including the risks set out below, and consider your personal financial circumstances before investing in any Home Trust. If you are unsure about any aspect of investing in the Offers or managed investment products you should seek independent advice (legal, taxation, financial, technical, or otherwise) before investing.
To the extent permitted by law, your access to and use of the Platform and the Services is entirely at your own risk. Other than in respect of the rights and remedies available to consumers under the Consumer Guarantees Act 1993, to the maximum extent permitted by law, we are not responsible or liable for any direct, indirect, incidental, consequential, or special damages or loss incurred or suffered by you or any other person, arising out of or connection with, your access to, or use of, the Platform or Services available through the Platform.
Risks
Some risks of investing and of our Services are set out below. Additional risks may be set out in the Home Trust Conditions or other Offer Materials of any Home Trust in which you invest.
General investment risk
Returns on your investment are not guaranteed. Making an investment involves risk and you could get back less money than you put in.
Residential property values can increase or decrease, influenced by various factors including economic conditions, political changes, and taxation. These factors can impact the residential property market and, in turn, the value of individual property that a Home Trust is invested in. The value of Shares could be adversely affected by a downturn in the residential property market, particularly in terms of capital value and/or a decline in residential rental yields.
Damage and insurance
There are risks of defects and damage to the property, for examples, normal wear and tear, damage caused by tenants, or natural disasters. To manage these risks, the property will be insured, and a bond will be held by New Zealand Tenancy Services. However, certain events may not be insurable. The property's value could be adversely affected if losses occur due to uninsurable risks, under-insurance, or denied claims. These factors may, in turn, impact the value of your investment.
Valuation risk
Property valuations are based on valuers’ opinions at a specific time and influenced by current economic conditions. They are inherently subjective, and significant differences can arise between valuations and actual sale values.
Legal, regulatory, and tax
Your investment, and any returns you receive may be subject to the tax laws of New Zealand and other jurisdictions. We do not provide any tax advice. You are solely responsible for understanding how your activities in relation to the Platform will be taxed under the laws applicable to you.
Changes in any law (including tax laws), regulation or government policy in New Zealand could have an impact on the performance of your investment.
Processing of transactions
There may be times that transactions cannot be settled or are delayed. Processing times differ for each transaction and will depend on our requirements and the requirements of third parties.
Other information
Homeshare and any person associated with us (including directors, shareholders, employees, and any other related parties) may invest in Home Trusts via the Platform or may have other interests (including as the original vendor) in underlying properties of Home Trusts.
Liability and indemnity
Limitation of liability
To the maximum extent permitted by law:
we are not liable or responsible to you or any other person for any Loss under or in connection with these Terms, the Platform, the Services or your access and use of (or inability to access or use) the Platform/Services, unless:
this is caused by our wilful default or fraud; or
the Loss is covered by an amount available to be paid out under any relevant insurance held by us.
We are not liable or responsible to you or any other person for the diminution or loss in value of any investment made by you via the Platform.
Without limiting any other provisions, if we are found to be liable for any Loss under or in connection with these Terms, our maximum aggregate liability to you will not exceed the total fees you have paid us, or are liable to pay us, for the use of the Platform, and Services in the last 12 months.
Indemnity
To the maximum extent permitted by law, you indemnify us from, and hold us harmless against, any and all Loss which may arise out of or relates to:
your use of the Platform and/or the Services;
any breach of these Terms, the Master Trust Deed, any Home Trust Conditions, or Privacy Policy by you;
any information that you provide via the Platform (including your warranties and representations) are false, misleading or incorrect; or
any damage that you may cause the Platform.
An indemnity means a promise to pay someone to make up for a loss they have suffered. This indemnity includes without limitation, liability relating to Intellectual Property Rights and breaches of privacy.
However, this does not apply to the extent of any claim for Loss that is shown to be the direct result of our fraud, dishonesty, or wilful default on obligations to you under our Terms.
Your rights
Nothing in these Terms limits or excludes any rights you may have under the Consumer Guarantees Act 1993, the Fair Trading Act 1986 or the FMC Act.
Inclusion
In this clause 12 we and us includes Homeshare Trustees Limited or any other company in the Homeshare group, as well as our respective directors, officers, employees and contractors.
Intellectual Property
We (and/or our suppliers and licensors to the extent relevant) own all proprietary and Intellectual Property Rights in the Platform or Services. Nothing in these Terms transfers any of our rights or interests in or to such Intellectual Property Rights to the you or any third party.
When using this Platform and/or the Services, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use those software, tools or applications only as required for your use of the Platform and the Services and as expressly permitted in these Terms.
We reserve all right, title and interest not expressly granted under this licence to the fullest extent possible under applicable laws and you agree to do anything necessary, including executing any documents, to give full effect to this clause 14.
Confidentiality
You acknowledge that the information available on the Platform (including information contained in Home Trust Conditions) may contain confidential information.
You agree to keep all such information in confidence and not disclose it to any person (except legal, accounting or financial advisers where appropriate confidentiality agreement, including by virtue of professional duties of confidentiality, have been obtained), use for your benefit (other than by investing via the Platform), or use it to the detriment of Homeshare or any other person to whom the information relates, unless:
disclosure is required by law or by the rules or regulations of any relevant stock exchange or other relevant regulatory authority;
with our prior express approval; or
the information becomes public knowledge other than as a result of a breach of these Terms.
Privacy
Any Personal Information collected, processed, stored and used by us in connection with our Services, the Platform will be handled in accordance with the Privacy Act 2020, these Terms and our Privacy Policy. These Terms should be read in conjunction with the Privacy Policy.
Suspending and Closing account
You can close your Account
You can close your Account at any time if you are not currently invested in any Home Trusts. To do so, submit a request via the Platform or email us at support@homeshare.co.nz
Please note that if you are invested in a Home Trust, you may not be able to close your Account until all Shares you hold on our Platform are sold or transferred to a third party (which is subject to our approval).
We may close your Account on 14 days’ notice
We can close your Account by providing 14 days’ prior written notice for any reason.
We may close or suspend your Account in some situation
We may immediately suspend or close your Account at any time, without limiting our other rights or remedies under these Terms or at law, if we reasonably consider that:
You fail to provide us with the information we request, or you do not meet our eligibility criteria for having an Account.
You have breached, or threatened to breach, any law or these Terms.
You have undermined, or attempted to undermine, the security or integrity of our Services or the Platform.
You have used, or attempted to use, the Platform or the Services to engage in illegal, illegitimate, unethical, or offensive conduct (e.g., money laundering or fraud).
We have reasonable grounds to believe we are required to do so to meet our legal obligations.
A regulator requests that we do so.
If your Account is closed or suspended for any reasons under clause 17.3(a) to (d), you will be responsible for any costs and expenses associated with the closure or suspension. We are not responsible for any Loss you suffer as a result.
What happens if your Account is suspended
If your Account is suspended:
we will use reasonable efforts to notify you of the suspension;
we are not obligated to, but may, at our discretion, complete any pending or processing transactions at the time of suspension or closure;
we will use reasonable endeavours to restore your access to the Platform and Services, including your Account, within 14 days of you demonstrating to us, acting reasonably, that the reason for such suspension no longer exists.
What happens if your Account is closed
Upon the closure of your Account, whether initiated by us or by you under these Terms:
we may cancel or complete any pending Orders in our discretion;
we will not refund any part of any fees or charges already incurred (including any applicable fees);
all amounts payable by you to us under these Terms become immediately due and payable;
unless otherwise agreed with you in writing, we may sell, deal with, or withdraw money in your Wallet or Shares in your Account to set off any applicable fees due to us and taxes; and
any remaining balances in your Wallet, after deductions for fees, taxes, and other owed amounts, will be transferred to your nominated bank account, subject to our compliance with relevant anti-money laundering laws. If any funds are unclaimed (e.g., because we cannot locate or communicate with you despite reasonable efforts), they will be handled according to the Unclaimed Money Act 1971.
General
Communication and Notices
You can notify, contact or email us at support@homeshare.co.nz. Unless otherwise agreed with you, we will communicate with you and others at times by electronic means , including by email or other electronic communication on the Platform. We may also send you information that requires a signature and use an electronic signature, and you consent to us using electronic signatures for this purpose.
Your instructions
Any instructions you wish to give us in relation to your Account must be given via the Platform or in writing (including electronically and, where the context requires, in accordance with the requirements of the Master Trust Deed and any relevant Home Trust Conditions). We may act on any instructions that are given or purported to be given by you with your Account and user details, without needing to validate the authenticity, completeness, and/or accuracy of such instruction or information. Our records of instructions will be conclusive evidence of those instructions.
Updates to the Terms
We may change these Terms by updating them on the Platform, in whole or in part, at any time.
Where a change is likely to have a materially negative impact on you, we will give you reasonable prior written notice in accordance with these Terms where we are able to do so.
Unless stated otherwise, such changes take effect immediately. By continuing to access and use the Platform, you agree to be bound by the changed Terms.
Force majeure
No party shall be liable for any failure or delay in complying with any obligation imposed on that party under these Terms if:
the failure or delay arises, directly or indirectly, from a cause beyond that party's control and not due to the fault or inconsistency, or intentional act or omission of that party;
that party, on becoming aware of the cause, promptly notifies the other parties in writing of the nature and expected duration of the obligation affected by the cause; and
that party uses best endeavours to:
mitigate the effects of the cause on that party's obligations under these Terms; and
perform that party's obligations under these Terms on time despite the cause,
No party shall be liable for any failure or delay in complying with any obligation imposed on that party under these Terms if:
Dispute resolution
We aim to handle any complaints in a fair and efficient manner and ensure complaints are dealt with promptly, fairly investigated and appropriate action has been taken where necessary.
For any questions or complaints about our Platform or the Services, please contact us at contact@homeshare.com. Upon receiving your written complaint, we will acknowledge your complaint by email within 5 Business Days of receiving it.
We will aim to undertake our review of your complaint and send any findings to the email address with which you sent the complaint.
Waiver
A failure by us to enforce any provision of these Terms will not constitute a waiver for such provision. For us to waive a right under these Terms, the waiver must be in writing.
Assignment
You must not transfer, novate or assign your rights and obligations under these Terms. without our prior written consent. We may transfer any of our rights and obligations under these terms in whole or in part to anyone.
Entire agreement
These Terms set out everything agreed by the parties relating to your use of the Platform, and supersede and cancel anything discussed, exchanged or agreed prior to you agreeing to these Terms. You acknowledge that you have not relied on any representation, warranty or agreement relating to the Platform and Services that is not expressly set out in the Terms, and no such representation, warranty or agreement has any effect from the date you agreed to these Terms.
Survival
Any provision by its nature intended to survive termination of this Agreement survives termination of this Agreement.
Governing law and jurisdiction
The Terms will be governed by New Zealand law, and the parties submit to the non-exclusive jurisdiction of the New Zealand courts.
Glossary and interpretation
Governing law and jurisdiction
In these Terms, unless the context requires otherwise:
Account means your account registered with us in order to use the Platform and the Services.
AML/CFT means requirements under the Anti-Money Laundering and Countering Financing of Terrorism Act 2009 and associated regulations.
Business Day means any day other than a Saturday, Sunday or public holiday observed in Auckland, New Zealand.
Dollars, NZD, and $ means the lawful currency of New Zealand.
Fixed Price Range means the price range per Share applicable to sale transactions on the Secondary Market.as set out in the Platform Documents. This range is determined by the Manager based on the Market Value of the Property. The price at the lower end of the range is set at no more than 25% below the Market Value per Share, while the price at the upper end is set at no more than 25% above the Market Value per Share.
FMC Act means the Financial Markets Conduct Act 2013.
GST means goods and services tax imposed under the Goods and Services Tax Act 1985.
Home Trust means the unit trust within the Homeshare Scheme described in Home Trust Conditions.
Home Trust Conditions means the additional terms and conditions declared by Homeshare specific to a Home Trust which, together with the Master Trust Deed, form the governing document for the Home Trust as a unit trust.
Homeshare Scheme means the scheme established as the Homeshare Scheme managed by Homeshare.
Intellectual Property Rights means patents, trade marks, service marks, trade names, registered and unregistered designs, trade or business names, copyright (including rights in code and software), database rights, rights in confidential information, our brand, goodwill and any other intellectual property rights whatsoever, irrespective of whether such intellectual property rights have been registered or not, which may subsist in any part of the world.
Live Listing has the meaning set out in clause 3.
Loss includes loss of profits, savings, revenue or data, and any other claim, damage, loss, liability and cost, including legal costs on a solicitor and own client basis.
Master Trust Deed means the master trust deed declared by Homeshare to establish the Homeshare Scheme.
Personal Information means information about an identifiable, living person.
PIE (or Portfolio Investment Entity) has the meaning ascribed to it in the Income Tax Act 2007.
Platform means the website, and any other website operated and maintained by us for the Services and includes any software or web application we make available to you to enable you to access the Services using mobile devices.
Privacy Policy means the policy designated as such by us from time to time and available at [hyperlink].
Services means the performance by us of activities in relation to the Platform and the Homeshare Scheme and any other activities for which we may need to interact with you.
Offer Materials means the principal written document or documents such as an information memorandum by which Shares are offered for issue or sale, including the Home Trust Conditions and other relevant information made available on the Platform.
Open Sales has the meaning set out in clause 3.
Order means a request by an investor to subscribe for Shares in a Live Listing, or to buy or sell Shares in Open Sales via the Secondary Market, as applicable.
Share means a unit in a Home Trust.
Tax means:
all forms of taxes (whether direct or indirect), duties, charges, imposts, withholdings, deductions, rates and the equivalent government charges or levies by or under whatever act or statute imposed or levied or charged or required to be withheld (collectively and individually taxes), whether in New Zealand or elsewhere; and
all interest, penalties or fines, related to, or arising in connection with the imposition or non or late or under payment of such taxes.
Wallet means the notional transactional record maintained by Homeshare for each Account holder which records the beneficial entitlement of that Account holder to the credit balance of the bank account that Homeshare or its related company maintains at a registered bank for the purposes of clause 5.1.
Wholesale Investor means a wholesale investor for the purposes of Schedule 1 of the FMC Act or a person who is otherwise not required to receive disclosure under Part 3 of the FMC Act.
Construction
In the construction of these Terms, unless the context requires, any reference to:
anything required by these Terms to be done on a day which is not a Business Day may be done effectually on the next Business Day;
headings appear as a matter of convenience and do not affect the construction of this agreement;
any document, including these Terms, includes a reference to that document as amended or replaced from time to time;
including and similar words do not imply any limitation.
person includes a reference to an association of persons, an individual natural person, company, limited partnership, body corporate, body politic, firm, joint venture, association (whether incorporated or unincorporated), trust, or governmental or regulatory agency or authority, whether or not having a separate legal personality;
a party to this agreement, or any other document or arrangement, includes that party’s executors, administrators, substitutes (including persons taking by novation), successors and permitted assigns;
any amounts referred to in this agreement exclude GST unless otherwise stated;
a reference to a gender includes each other gender; the singular includes the plural and vice versa;
a statute, or statutory provision, or order or regulation made under it includes that statute, provision, order or regulation as amended, modified, re-enacted or replaced from time to time (whether before or after the date of this agreement) and to any previous statute, statutory provision, order or regulation amended, modified, re-enacted or replaced by that statute, provision, order or regulation.
Privacy Policy
This Privacy Policy governs the use of personal information by Homeshare Group Limited and its related entities (collectively referred to in this policy as Homeshare, we, our or us).
Your privacy rights
Homeshare is committed to complying with its obligations under the Privacy Act 2020 when dealing with your personal information. Any personal information you provide to us will be collected, stored, used and disclosed in accordance with this Privacy Policy.
This Privacy Policy should be read in conjunction with:
Where you are an investor, the terms and conditions relating to the use of and access to our investment platform accessible via Homeshare.co.nz (Platform), the Master Trust Deed, the relevant Home Trust Conditions, and Offer Materials (as such terms are defined in the Platform terms and conditions); or
Where you are a tenant in a Homeshare property, your tenancy agreement.
Acceptance of this privacy policy
By submitting an investor or tenancy application form, accessing or using our website or Platform, accepting a tenancy in a Homeshare property, or otherwise providing us with your personal information, you acknowledge that you have read and understood this Privacy Policy, and consent to the collection, use, disclosure, storage and retention of your personal information as described in this Privacy Policy.
What information do we collect?
The type of personal information that we collect and hold will depend on the purpose for which it is collected and held, but may include:
For investors
name, phone number, postal address, email address, occupation, date of birth;
IRD number and other tax related information;
investment and account history, orders for the sale and purchase of investment units, and investment disbursements;
identification information (such as passport or drivers licence details) where required by law to verify your identity for AML/CFT purposes;
investment preferences and intentions, including the value of your investments;
For prospective and current tenants
your name, phone number, postal address, email address, occupation, date of birth;
salary and credit information to verify your financial capacity to pay rental fees;
previous property references and other information relating to your tenancy;
For property vendors
your name, phone number, postal address, email address; and
property interests, ownership verification records; and any other information required to consider and facilitate the sale and purchase of a property.
How do we collect the information?
We may collect personal information about you when:
you submit an application form to become an investor on the Platform;
you register / sign in as an investor on the Platform;
you apply for and/or accept a tenancy in a Homeshare property;
you enter into discussions and/or negotiations with us as a property vendor in relation to the sale or purchase of a property;
you visit our website or contact us through social media, email, telephone or other means; or
we are otherwise required to do so by law.
We may also collect personal information about you indirectly from third parties such as:
identity verification service providers (such as CloudCheck) for AML compliance purposes, and/or
your existing landlord or property manager, or other references, where you have submitted us a tenancy application or we are intending to take over your existing tenancy pursuant to the purchase of the property in which you are a tenant, for pre-tenancy reference checking purposes.
If you choose not to provide personal information to us on request, your investor application form may not be accepted and you may not be eligible to register a Homeshare investor account, or your tenancy application may be declined.
Where you have provided personal information to us about another individual, you are responsible and liable for ensuring that you have the prior consent of that individual to provide us with their personal information. Where you supply us with personal information about someone else, you should inform them in advance of this Privacy Policy.
When you use our website and/or Platform we may collect information that is sent to us by your computer, mobile device or other access device. The information that is sent to us may include your computer IP address, referral URL, geo-location and data about the webpages that you access. Generally, this information is not personally identifiable data provided we do not associate it with your identity, but to the extent that it is considered personal information, we will comply with our legal obligations when processing that information.
Credit reference checks and credit reporting services
When you apply for a tenancy through us, you authorise us to make credit reference checks and other enquiries within our normal procedures to verify your credit worthiness and ability to meet your financial commitments to us.
We may use external credit reporting services to collect and receive updates about the information they hold about you during the term of your tenancy. We may also share personal information about your tenancy with external credit reporting agencies. Credit reporting agencies may use information disclosed by us to update their credit reporting database and disclose that information to their own customers, as permitted under the Credit Reporting Privacy Code 2020.
If you fail to make payments owed to us under a tenancy agreement, we may disclose your personal information to, and for the use by, credit reporting agencies, debt collection agencies, and legal advisors.
Payment card details
We do not collect or store payment card details.
If we offer an online payment processing service through our Platform to enable investors to top up their wallet, we will use a Payment Card Industry Data Security Standard compliant hosted payment service to process any payment card transactions. In those circumstances, your payment card details will only be collected and held securely by that third party payment processor.
How we use and disclose information that we collect about you
We will only use and disclose your personal information in accordance with your authorisation and/or for the purposes set out in this Privacy Policy, which shall include:
to provide you with access to and use of our Platform, including the provision of investment offers and associated services, holding the funds in your wallet, and facilitating the purchase and sale of investment offers through our secondary market;
to verify your identity and complete background checks to comply with our obligations under the Anti-Money Laundering and Countering Financing of Terrorism Act 2009 and related regulations;
to assess your tenancy application (including your credit worthiness), manage your tenancy, and perform property management services in relation to your tenancy;
to consider, negotiate and facilitate the sale and purchase of properties within the Homeshare portfolio;
to communicate with you (for example to provide customer support, manage complaints, or to ask you for feedback about our services);
to research and help improve and enhance our services, including conducting market analysis, performing data analytics on investor and tenant behaviour, and creating aggregated and anonymised insights in relation to our services;
to undertake general administrative functions associated with our business;
to facilitate the potential or actual sale, merger or transfer of all or part of our business or assets;
to enforce our legal rights, to investigate and prevent actual or potential fraudulent or unauthorised behaviour, to comply with any legal obligations, or for any other purposes permitted by law including under the Privacy Act 2020; and
subject to you providing your consent (in accordance with the Unsolicited Electronic Messages Act 2007), sending you commercial electronic messages to promote and market our services.
Where you consent to us using your personal information for marketing and promotional communications, you can opt out at any time by notifying us at support@homeshare.co.nz or by clicking the unsubscribe function included in our marketing communications.
Who we may disclose your personal information to
We may disclose your personal information to:
any of our related entities;
any service providers that we have engaged to provide a service to us in relation to the Platform or our services. For example, we may engage third parties to provide us with identity verification, IT, and marketing services;
credit reporting agencies where we need to undertake a credit check;
foreign and domestic government and regulatory agencies (such as the IRD and Financial Markets Authority) where required by law, and external dispute resolution bodies;
third parties involved in providing property maintenance services in connection with your tenancy;
third parties involved in the sale or transfer or our business or assets (including the sale of specific investment properties);
our professional advisors, including accountants, insurers and lawyers;
any other person or organisation that you have authorised us to disclose your information to; and/or
any other third party where such disclosure is permitted under the Privacy Act 2020 and/or any other applicable law.
For clarity, we will never share any personal information of specific tenants with investors, other than displaying the address of investment properties within the Homeshare portfolio on the Platform for prospective and current investors.
Access, correction and retention of your personal information
You agree that any information you give to us will be accurate, correct and up to date. Investors can update their personal details at any time through the Platform. Tenants can update their personal details at any time by emailing support@homeshare.co.nz.
You are entitled to access the personal information we hold about you, and to request that we amend it if it is incorrect. If we are not willing to correct errors that you have identified in your personal information, you may request that we take reasonable steps to attach a statement to the personal information noting the correction sought.
We will only retain your personal information for as long as it is required to achieve the purposes set out in this Privacy Policy or as otherwise required by law.
Security of information
Although we take reasonable steps to ensure personal information in our possession is protected and held securely, we do not make any warranties in relation to the security of any information you disclose or transmit to us and we are not responsible for the theft, destruction, or inadvertent disclosure of your personal information where our security measures have been breached. Any transmission of personal information is conducted at your own risk.
We generally hold your information in third party cloud servers based in Asia Pacific (Sydney). Where we transfer or supply your personal information to third parties we will take reasonable steps to ensure that they are bound by contractual obligations to protect the security of that information.
Cookies
Like many other websites, we use cookies to store and track information about you when you are on our website for the purposes of:
providing more customised content and material to you on our website; and
conducting business and marketing analysis.
All information collected via cookies will be held by us. This information will not be made available to any third party in a manner that enables you to be identified. If you do not wish to allow cookies you may change your browser settings to disable cookies. However if you disable cookies some parts of the website may not function properly.
Links to other sites
Our website and Platform may have links or references to third party websites or material. Our Privacy Policy does not apply to those websites, and any information collected by such third parties is governed by that third party’s privacy practices or policies. We accept no responsibility or liability for the content or privacy practices of any third party websites.
Amendments to this privacy policy
We may amend and update this Privacy Policy from time to time by posting a revised version on our website. Any changes will apply from the date we post the updated Privacy Policy on the website. If we make any significant changes, we will endeavour to provide you with reasonable notice of such changes through the Platform or website, or via other means such as email. By using our Services after such notice period, you will be deemed to have accepted the updates to this Privacy Policy.
How to contact us
Your personal information will be collected and held by Homeshare Scheme Management Limited, Homeshare Trustees Limited, and/or Homeshare Property Management Limited, Level 3, 527 Victoria Street, Hamilton Central, Hamilton, New Zealand.
If you have any queries or concerns about our Privacy Policy or our handling of your personal information, please contact us at support@homeshare.co.nz.
More information about your rights and our obligations in respect to privacy and information on making a privacy complaint are available from the Office of the Privacy Commissioner at www.privacy.org.nz.

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