Terms and Conditions

1. Who we are and what these Terms cover

Investline is a limited liability company registered under the laws of the Republic of Iraq and the Kurdistan Region of Iraq, with its head office at Zin Street KRO, Duhok. In these Terms, "Investline", "we", "us" and "our" mean that company, and "you" means the person who opens an account or uses our services.

These Terms govern your use of the Investline website at investline.io, the Investline mobile applications, the investor dashboard, the secondary market and every service we provide through them (together, the "Platform"). They form a binding contract between you and Investline. Please read them together with our Privacy Policy and Cookie Policy, which are part of these Terms, and with the share purchase agreement you receive for every property you invest in.

By creating an account, ticking the acceptance box at sign-up or using the Platform you confirm that you have read and accept these Terms. If you do not agree with any part of them, do not use the Platform.

Investline operates a private, members-only property investment platform. Nothing on the Platform is a public offering of securities, an invitation to the general public, or financial, legal or tax advice. Property details are available only to verified members who meet the eligibility requirements in clause 3.

2. Definitions

• Account: your personal profile on the Platform, created at sign-up and unlocked for investing once your identity check is approved.
• Share: one of the equal units into which a Property is divided. Every share has a fixed purchase price of $100 (the "Share Price") on the primary listing.
• Property: a building, unit or plot of land offered on the Platform, each with its own listing, valuation, total number of shares and share purchase agreement.
• Primary listing: the sale of a Property's shares by Investline until the Property is fully funded.
• Secondary market: the part of the Platform where verified members sell shares of a fully funded Property to each other.
• Sponsor shares: shares of a Property held by its developer or by Investline for what they contribute other than money, as disclosed on the listing (see clause 5.4).
• Wallet: the US-dollar balance held for you on the Platform (see clause 6).
• Share purchase agreement or Contract: the agreement, in Arabic and English, that records your shares in a Property and the Property's particulars (Schedule 1). It is generated in your dashboard after each confirmed purchase.
• Business day: a working day in the Kurdistan Region of Iraq, excluding Fridays, Saturdays and public holidays.
• Applicable law: the laws in force in the Republic of Iraq and the Kurdistan Region of Iraq, including the Civil Code No. 40 of 1951, the Anti-Money Laundering and Counter-Terrorism Financing Law No. 39 of 2015, the Electronic Signature and Electronic Transactions Law No. 78 of 2012, the Consumer Protection Law No. 1 of 2010, the Real Estate Registration Law No. 43 of 1971 and the Kurdistan Region Investment Law No. 4 of 2006, each as amended.

3. Who can invest

3.1 Eligibility

You may open an account and invest only if all of the following are true:

1. You are a natural person aged 18 or older, with full legal capacity under Iraqi law.
2. You are an Iraqi citizen, a lawful resident of Iraq or the Kurdistan Region, or an Iraqi citizen living abroad. Ownership of property interests by other persons is restricted under Applicable law, and we do not accept them.
3. You pass our identity check (clause 4) and are not on any sanctions list, acting for a sanctioned person, or a politically exposed person whom we have not approved.
4. You invest your own money, from a lawful source, for your own account.
5. Using the Platform is lawful where you are.

Investline may accept or refuse any application and may limit, suspend or close an account at any time for a legal, regulatory, risk or business reason, in line with clause 17.

3.2 Your account

One person may hold one account. You must give true, complete and current information and update it when it changes. You must keep your password, two-factor authentication codes and recovery codes to yourself, and tell us at once at support@investline.io if you believe someone else has used your account.

You may create or sign in to your account with Google, Facebook or Apple where we offer it. An account created that way has the same obligations; you may set a password at any time from Settings. Staff accounts never use social sign-in.

You are responsible for everything done through your account until you tell us it was compromised. System logs, time stamps, e-mail and SMS confirmations and two-factor authentication records are evidence of what was done through your account, in accordance with the Electronic Signature and Electronic Transactions Law No. 78 of 2012.

4. Identity verification and anti-money-laundering

We are required by the Anti-Money Laundering and Counter-Terrorism Financing Law No. 39 of 2015 and the instructions of the Central Bank of Iraq to know who our members are.

1. Before you can buy, sell or withdraw you must complete the identity check ("KYC"): your full name, date of birth, nationality, address, phone number, a photo of your national ID or passport (front and back) and a selfie.
2. We may compare the selfie with the photo on your document using an automated face-matching service and keep the resulting score. A member of our team reviews and approves or rejects every application; no decision with legal effect is taken by software alone.
3. Before you buy shares, sell shares, withdraw money or pay online we may ask for a fresh selfie to confirm that it is you. If the check fails you can retry or contact support.
4. We screen members against sanctions and politically-exposed-persons lists and may ask about the source of your funds, your occupation or any other information that the law requires. If you do not answer within a reasonable time we may refuse or reverse a transaction and may close your account.
5. We report suspicious activity to the competent Iraqi authorities when the law requires it, and we may do so without telling you.
6. You must pay with a payment method in your own name. Payments from third parties, anonymous or unverified sources are refused or held until verified.

5. Buying shares on the primary listing

5.1 What you buy

Each Property is independently valued and divided into shares. Buying shares gives you a contractual, proportional interest in that Property: your share of the rent it earns and of the net proceeds when it is sold, as set out in the share purchase agreement. The percentage you own equals your shares divided by the Property's total shares, including any sponsor shares.

Legal title to the Property is held in the structure described in the share purchase agreement (the registered owner, a special-purpose company or a trust arrangement), not in your own name at the Real Estate Registration Directorate. Investline keeps the register of shareholders and the Contract is your proof of ownership of the shares.

5.2 Price and fees

The Share Price is $100 per share on the primary listing. On top of the Share Price we charge a purchase fee of 4% of the share value for residential property and 7% for commercial property or land, unless the listing states a different fee. The fee is shown before you confirm, and the shares themselves keep their full value.

If you use a valid referral code, your fee is reduced by 1% of the share value and the referrer earns 1% of the share value (clause 9).

5.3 Reservation, payment and confirmation

1. When you choose a number of shares and confirm, those shares are reserved for you. A reservation paid online (FIB or FastPay) is held for five minutes; if the payment is not completed in that time it is released and you can try again. A reservation paid from your Wallet is confirmed immediately. A reservation to be paid at a branch is held until we receive the money or cancel it.
2. You pay in US dollars from your Wallet, or in Iraqi dinars through First Iraqi Bank (FIB) or FastPay at the exchange rate we publish on the payment screen, which is the Baghdad market rate reported by IQWealth plus a small buffer so that the dollars you buy are fully covered. The rate is fixed when you start the payment. Any difference once the dinars are converted stays with Investline and is not refunded.
3. You may cancel an unpaid reservation yourself from your dashboard at any time before it is confirmed.
4. After three failed or abandoned online payments within thirty minutes, online payment from your account and device is paused for ten minutes to protect you and the payment providers.
5. Your purchase is final once we confirm receipt of the payment. We then issue your share purchase agreement in your dashboard, in Arabic and English, which you can download and which we keep for the retention period in clause 16.
6. Investline may refuse or reverse a purchase for a compliance, risk or availability reason, in which case the money is returned to your Wallet.

5.4 Sponsor shares

A listing may state that a number of shares are held by the Property's developer or by Investline without payment, in return for what they contribute instead of money (for example land, permits, construction, platform services and management). Those sponsor shares:

• are counted in the Property's total shares, so the ownership percentage on your Contract already reflects them;
• are never sold on the primary listing and do not count towards the funding progress; and
• receive their proportional part of rent and of sale proceeds, like every other share.

The listing shows the sponsors, their number of shares and their contribution before you invest.

5.5 Funding targets and changes to the plan

A Property is fully funded when every share offered to investors has been sold. If the target is not reached within the period stated on the listing, Investline may:

1. extend the funding period;
2. close the raise at the amount actually raised, remove the features of the plan that will no longer be built and re-value the listing accordingly, in which case every shareholder is told what changed and keeps the same number of shares; or
3. cancel the raise and return every investor's money to their Wallet, without the purchase fee, which is refunded in full.

5.6 Risk statement

Property values rise and fall, rent can stop, construction can be delayed and buyers for your shares may not exist when you want to sell. Projected returns shown on the Platform are estimates based on the valuation and the expected rent, not a promise. You may lose part or all of the money you invest. Invest only what you can afford to leave invested for years, and seek independent advice if you are unsure.

6. Your Wallet

1. Your Wallet is a US-dollar balance recorded on the Platform. It is a record of money we hold for you; it is not a bank account, earns no interest and is not covered by any deposit guarantee.
2. You can add money to the Wallet through FIB, FastPay or in cash at an Investline branch, where our staff record the deposit against your account.
3. Rent payouts, referral rewards you have unlocked, sale proceeds and refunds are paid into the Wallet.
4. You can withdraw from the Wallet in cash at an Investline branch, from $25 per request. Withdrawals are paid only to you in person, against the identity document used for your KYC, after you sign the withdrawal receipt we issue and our staff stamp it. A scanned copy of the signed receipt stays in your transactions. The amount is locked in your account from the moment you request it until it is paid or you cancel the request.
5. Money that a court, a regulator or the law requires us to hold or hand over may be withheld from the Wallet.

7. Rent and other distributions

Rent is collected by Investline or the property manager and distributed to shareholders in proportion to the shares they hold on the distribution date, after the property management fee and running costs disclosed on the listing and in the Contract. Management costs are capped at 10% of the Property's income unless the listing states otherwise. Distributions are credited to your Wallet, with a notification and, if you opted in, an e-mail or SMS.

Rent starts only once the Property is let; a Property under construction or not yet let pays nothing until then. When a Property is sold, the net proceeds after the costs of sale and any taxes are distributed to shareholders in the same proportion, and the Property is marked as exited.

8. Secondary market

1. Shares of a Property can be sold to other members only once the Property is fully funded. Until then the secondary market page for that Property is locked.
2. Only verified members with an approved identity check can buy or sell. All sales settle through the Wallet: the buyer pays from their Wallet and the seller receives the price less the transfer fee.
3. The seller sets the price per share. Investline does not make a market, does not guarantee that a buyer or a seller will be found, and does not guarantee any price. The "share value" shown is the latest valuation divided by the total shares; it is a reference, not a price at which Investline will buy.
4. The transfer fee is 1% of the sale amount, paid by the seller.
5. A sale is final once the buyer pays. Investline updates the register, issues an annex to each party's Contract and bears no responsibility for the agreed price.
6. Sales of shares outside the Platform are not recognised by Investline and are a breach of these Terms.
7. Investline may suspend trading in a Property, or cancel an offer, where required by law, where a listing is being re-valued, or to prevent abuse or manipulation.

The Platform is not a stock exchange or a licensed trading venue, and shares are not listed securities.

9. Referral programme

Referral codes are issued by Investline to members or partners it selects. When a buyer uses a valid code on the primary listing, the buyer's purchase fee is reduced by 1% of the share value and the code owner earns 1% of the share value. Rewards stay locked until the Property is fully funded and are then released to the referral balance, from which the owner can move them to the Wallet.

Codes may not be advertised as a guarantee of returns, used for your own purchases, or shared in a misleading way. Investline may deactivate a code and cancel unpaid rewards where the programme is abused or the underlying purchase is reversed.

10. Fees

Fees may change for future purchases with thirty days' notice under clause 21. A fee agreed in a Contract does not change for that Property.

11. Valuations, projections and information

Valuations are prepared by independent valuers and are updated from time to time; the date and status (confirmed or estimate) are shown on each listing. Projected returns, rent estimates, occupancy and timelines are forward-looking statements based on information we believe to be reliable. They are not guarantees. Where a listing and a Contract differ, the Contract prevails for that Property.

12. Your communications with us

We send notices, confirmations, contracts and statements electronically: in your dashboard, by e-mail to your registered address and, for payouts and withdrawals, by SMS. You agree that electronic notices satisfy any requirement for written notice. Keep your e-mail address and phone number up to date; a notice sent to the registered address counts as received on the day it is sent.

Messages you send us through the Platform's inbox or support tickets, including attachments, are stored with your account so that our staff can help you, and are kept for the retention period in clause 16.

13. Acceptable use

You must not:

1. use the Platform for any unlawful purpose, including money laundering, terrorism financing, tax evasion or fraud;
2. give us false or misleading information, impersonate anyone or hold more than one account;
3. buy or sell shares outside the Platform, solicit members for other schemes, or manipulate prices or funding figures;
4. interfere with the Platform's security or operation, probe its vulnerabilities, scrape it, or use bots or automated tools without our written consent;
5. access another member's account or data, or harvest personal data;
6. copy, reverse engineer or redistribute any part of the Platform; or
7. harass, threaten or abuse members or staff, or post offensive content.

Breach of this clause is a material breach and may lead to immediate suspension, closure, forfeiture of unpaid referral rewards and a report to the authorities.

14. Intellectual property

The Platform, its software, design, logo, brand, text, images, data and documents belong to Investline or its licensors and are protected under Iraqi law and international conventions. We grant you a personal, non-transferable, revocable licence to use the Platform for your own investments. Property photographs, valuation reports and documents are provided for your assessment only and may not be republished. Anything you send us (feedback, suggestions) may be used by us without obligation to you.

15. Closing your account

You can close your account from Settings once you hold no shares, have no pending reservations, withdrawals or sales, and your Wallet and referral balance are zero. If something still blocks the closure, the request opens a support ticket and our staff settle the account with you and then close it. We may also close an inactive account with thirty days' notice.

Closing an account anonymises your profile on the Platform. Records of your identity check, contracts and transactions are retained for the period in clause 16 and remain available to the authorities, as required by law. Shares you still hold are never cancelled by closing an account; sell them first or ask us to buy them back.

16. Record keeping

Under the Anti-Money Laundering and Counter-Terrorism Financing Law No. 39 of 2015 and tax law, we keep your identity documents, selfies, contracts, Wallet transactions, receipts and the audit trail of staff actions on your account for at least seven years after the account is closed or the last transaction, whichever is later. How we protect those records is described in the Privacy Policy.

17. Suspension and termination by Investline

We may suspend or close your account, cancel pending transactions and freeze the Wallet, with or without notice, if:

1. you breach these Terms or any Contract;
2. your identity check is withdrawn, your information proves false, or screening shows a legal, regulatory or reputational risk;
3. we suspect fraud, unauthorised access or activity that threatens the Platform or other members;
4. the law, a court or a regulator requires it; or
5. for any other reason, with thirty days' notice.

Suspension or closure does not cancel shares you lawfully hold or rent due on them; those remain governed by your Contracts. Money in the Wallet that is not subject to a legal hold is returned to you under clause 6.

18. Liability

1. Nothing in these Terms limits liability for fraud, gross negligence, wilful misconduct, death or personal injury, or any liability that cannot be excluded under Applicable law.
2. Subject to point 1, Investline is not liable for losses caused by the performance of a Property, changes in valuation, rent that is not paid, delays in construction, the absence of buyers on the secondary market, exchange-rate movements, or your own investment decisions.
3. Subject to point 1, Investline is not liable for indirect or consequential loss, loss of profit or loss of data, or for failures of banks, payment providers, telecommunications, hosting providers or events beyond our reasonable control (force majeure).
4. Subject to point 1, our total liability to you for any claim connected with the Platform, other than claims under a Contract for shares you hold, is limited to the fees you paid Investline in the twelve months before the event giving rise to the claim.
5. The Platform is provided as it is. We work to keep it available and secure, but we do not warrant that it will be uninterrupted or error-free.

19. Indemnity

You will compensate Investline, its directors, staff and agents for any loss, claim, fine or cost (including reasonable legal fees) arising from your breach of these Terms, your breach of Applicable law, false information you gave us, or your misuse of the Platform.

20. Complaints

Write to support@investline.io with your account e-mail, a description of the problem and any evidence. We acknowledge complaints within seven business days and aim to give a final written answer within thirty calendar days; if we need longer we tell you why and when to expect it. If you are not satisfied, you may take the matter to the courts under clause 22 or to the competent consumer protection or financial authority in Iraq.

21. Changes to these Terms

We may update these Terms. Changes that affect fees, your rights, liability or dispute resolution are notified at least thirty days in advance by e-mail and in your dashboard; other changes take effect when posted, with the "last updated" date above. If you do not accept a material change you may close your account under clause 15 within that period without charge. Changes do not alter a Contract already made for a Property.

22. Governing law, language and disputes

These Terms and every dispute arising from them or from your use of the Platform are governed by the laws of the Republic of Iraq and the Kurdistan Region of Iraq. The courts of Duhok have exclusive jurisdiction, without prejudice to our right to seek urgent relief in any competent court to protect the Platform, our intellectual property or members' funds.

The parties will first try to settle any dispute in good faith, including by mediation in Duhok if both agree, before starting proceedings.

These Terms are published in Arabic and English. When the Arabic version is issued it prevails in case of conflict; until then the English text is the operative text. Translations into Kurdish are provided for convenience.

23. General

1. These Terms, the Privacy Policy, the Cookie Policy and your Contracts are the entire agreement between you and Investline about the Platform and replace any earlier terms, including those of the previous Investline platform from which your account may have been migrated.
2. If any provision is found invalid, the rest remains in force.
3. Our failure to enforce a right is not a waiver of it.
4. You may not assign your account or these Terms. Investline may transfer its rights and obligations to a successor that takes over the Platform, with notice to you.
5. Nothing in these Terms creates a partnership, agency or employment relationship between you and Investline, or makes Investline your financial adviser or fiduciary.
6. Clauses that by their nature should survive (including 5.6, 14, 16, 18, 19 and 22) continue after your account is closed.

24. Contact

Investline, Zin Street KRO, Duhok, Kurdistan Region, Republic of Iraq E-mail: support@investline.io · Phone: +964 780 488 7887 Privacy matters: privacy@investline.io