Bulletin Board Agreement
The bulletin board will allow you to post your interest in buying or selling Units of Bushmills Ethanol, Inc. (“BEI”).
In order to use the bulletin board, you must understand and agree to the following terms and conditions:
- BEI is not listed on a national securities exchange or other regulated securities market.
- BEI is not a registered securities exchange, securities information processor, broker, dealer or investment adviser.
- The information set forth on the Bulletin Board does not consist of firm quotes, but rather is merely a list of the names, addresses and telephone numbers of interested sellers and buyers, the number of units offered for sale or desired to be purchased, and the price at which the proposed transaction would occur. BEI does not assure that any particular transaction will occur as to any particular number of units or at any particular price. All transactions between users must be executed by the users independent of BEI or any of its affiliates.
- All applicable state and federal securities laws (including the antifraud and anti-manipulation provisions) apply to any offer made or transaction consummated using the Bulletin Board.
- BEI is acting as the transfer agent. Its address is 17025 HWY 12 NE, Atwater, MN 56209; its telephone number is (320) 974-8050.
- Any person that is a broker-dealer, an associated person of a broker-dealer, or who has a state securities license is responsible for identifying that fact.
- The seller’s information will be removed from the matching service within 120 days of its listing and no offer by the seller will be entered into the system for at least 60 days after its deletion (other than a deletion because of selling any part of an initially offered interest);
- The seller cannot enter into a binding agreement to sell the interest until the 15 th calendar day after his interest is listed.
- The closing of a sale does not occur prior to the 45 th calendar day after the interest is listed.
- “Two-sided quotes,” in which a person indicates a bid to buy at one price and an offer to sell at another price, are prohibited.
- The registration requirements of the federal, state and foreign securities laws apply to all offers and sales through the Bulletin Board, absent an available exemption. Buyers and sellers are responsible for ensuring an exemption is available and any actions required to secure such exemption, including any necessary filing with a regulatory agency.
- Neither BEI nor the Bulletin Board is an “exchange,” a “broker,” a “dealer,” or an “investment adviser.”
- The listing of an interest to sell or buy units on the Bulletin Board does not constitute an offer to sell nor solicitation of an offer to buy securities by BEI.
- By using this service, you agree to fully indemnify, defend and hold harmless BEI and its directors, employees, agents and members from any and all claims of any kind arising out of participation in or units posted on the Bulletin Board.
- The securities appearing on the Bulletin Board are illiquid and inherently risky. Therefore a prospective investor must understand that he/she/it must be able to withstand the total loss of their investment.
- The securities listed on the Bulletin Board are not endorsed by any regulatory authority. Any representation to the contrary is a criminal offense.
- The fact that BEI and its Board of Directors approve transfers of units and report the purchase price to its members does not reflect any endorsement or recommendation of the Board or the Company as to the adequacy or fairness of the consideration paid for the units.
- BEI does not assure that any particular transaction posted on the Bulletin Board will occur as to any particular number of units or at any particular price.
- BEI’s financial statements and other information are available to non-members upon request and will be provided to you after you submit a unit transfer confidential disclosure agreement.
- The bulletin board, this agreement and any information provided to you about BEI in connection with the bulletin board, including financial and other reports, is confidential and may not be reproduced or distributed to any other person. Any distribution of such information in full or in part, or the disclosure of any of its contents to any party, is unauthorized. By accepting possession of such information, you agree to the foregoing terms.