Prepared for

2

crowd investment

content & payment

3

Streamlined

Workflows

Built-In

Compliance

Cutting Edge and

User Friendly

Regulation

Ready

how we compare to others in the space? We have all features as all other crowdfunding platforms have. In most of the cases you will see it as one

company doing the content second company is doing the payments subscriptions and third company is doing the Marketing tools and initiatives

It is mainly divided by companies doing either - Equity or - Real Estate debt / Equity or - pre financing a product,

we have all those capabilities in our platform

why we are different?

The main fundamental difference is that we are a technology partner to companies that they have already established name recognition in the market they have clients in place they don’t have the in house capabilities on how to do it and we are experienced in the space

it is their established corporate brand

CrowdPay is the technology partner

4CrowdPay.us, Inc. Confidential

SAAS Company that offers white label OMNI Channel eCommerce and Content Solution for Crowd Funding

Custom solution to the Broker Dealers Merchant Banks security law firms that have the need for platform to market and collect the offerings

We provide the software that offers the same services as the competition We have the solution: Our cloud base software is functioning with same features and more under our partner brand(white label)

Everything is a cloud based solution-your choice of clod based hosting facility.No need to install any software, no need to backup, no need to update applications.(we do that for our customers/partners)Works on computers (web based) & tablets Apple IOS, Android

4-6 weeks after the signed agreement

and confirming on All the configurations for hardware that will be included

All maintenance and hosting is included in the price as well SLA

any special feature required development will be developed as custom work and will be quoted prior to start development

There is a one time upfront fee, for implementation and integration to the specified ACH and processing credit cards and ACH and wire and required to presses with our processing partners.

5OMNISOFT, Inc. Confidential

6

Management and offering info

Church Donation

& shopping site

+

Per corporate design

✔ ID Validation

✔ Custom Forms

✔ Know Your Customer (KYC)

✔ Anti-Money laundering (AML) Checks

✔ Residency Requirements

✔ Cool-Off Periods

✔ Compliance and Regulations

✔ E-Signatures

✔ Accreditation

✔ SEC/FINRA Compliant

✔ Digital Documents, Digitial Signatures

✔ Bad Actor Checks

7

Seamless prose without investor

knows about it

That red flag regularities

Monitoring and compliance of

AML and KYC

Crowdfunding is rapidly becoming a familiar concept among investment firms, venture capitalists, real estatedevelopers, and small to medium sized businesses because crowdfunding is a way to facilitate financing online thatis creating a profound shift in the world of investments. Below is a brief overview of the new rules that permitselling securities online.

regulation D 506(b) & 506(c):(Unlimited Raise Amounts)

Regulation D provides the most common regulatory exemption used by crowdfunding portals today. It exempts private placementofferings under Rule 506(b) or 506(c), which was adopted on September 23, 2013. Companies relying on the Rule 506 exemptions canraise an unlimited amount of money.

regulation A+:($20 Million to $50 Million)

Regulation A+ offers two tiers of offerings:The first tier for offerings of up to $20 million and the second tier for offerings of up to $50 million, each within a 12-month period.

title III (regulation crowdfunding):($1 Million, requires Funding Portal)

The SEC has issued crowdfunding legislation known as Title III of the JOBS Act. The legislation has three key differentiators 1) provide aneasy, low-cost way for startups to raise money online; 2) protect investors from new forms of fraud; and 3) create incentives for financialfirms to run crowdfunding websites.

With CrowdPay, it’s easy to launch your own crowdfunding portal with unrivaled customization options

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The Growth eREIT plans to focus primarily on opportunistic equity ownership of commercial real estate assets that have a greater potential to appreciate in value over time.

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The Income eREIT plans to focus primarily on debt investments in commercial real estate assets, which typically generate steady cash flow throughout the life of the investment.

12OMNISOFT, Inc. Confidential

CUSTOMIZED, WHITE LABEL SAAS FOR CROWD FUNDING’s, AS A TOTAL OMNI SOLUTION

THE SAAS SOLUTION CONSISTS OF:

• Crowd Funding real-estate investment site

• Facebook investment site

• Twitter button(that will bring you to the investments)

• Redirect button for adds and other sites

• Individual app for people that want to invest

• Tablet and mobile phone for the investment to collect

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Our partners are proven experts in their own fields. CrowdPay

Partners may be tightly integrated into our software or they may

be available as third-party enhancements or extensions.

CrowdPay is always looking to work with world-class Partners

as we continue to build out our ever-growing partner ecosystem.

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Crowd Pay provides full service back office administration for both SPVs and VC funds. Clients range from crowdfunding

platforms, to angel groups, investor networks and VC firms. Below are some of the administrative tasks our professionals

handle on a daily basis:

SPV/Fund formationForm limited liability company (“LLC”) or limited partnership (“LP”) entity and hire registered agent

Prepare SPV/VC fund documentation

Perform a cursory examination of the portfolio company investment documents

Obtain a United States Federal Tax Identification Number

File a foreign entity registration in the applicable state

Optional: Form series LLC or LP structures to provide for scalability and additional savings

securities filingsFile notice of the SPV/fund’s offering(s) with the SEC

Complete any applicable blue sky state filings

fund administrationPay ongoing SPV fund expenses including the following:

1 Taxes and registration of the entity in the state of organization

2 Any taxes, registered agent fee, annual reporting fee, or similar amounts owed

3 Any other expenses properly incurred/

Receive and remit to investors any distributions

Assist representing the SPV fund in decisions related to the investment in the Company and the Investors per direction from

clients and/or third party advisors

tax and K-1 services

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Private Placement Memorandums (PPM):

Whether you are conducting a Regulation D 506(b) or 506(c)

offering or other type of private placement, you should use a

private placement memorandum or PPM to protect yourself

and your business.

• A PPM is a disclosure document that you provide to potential

investors and is a record that you provided all material

information about your company.

• A PPM is especially useful when raising money from outside

investors or strangers who you don’t have a personal

relationship with.

Form C:

Pursuant to the JOBS Act and the regulations promulgated by

the SEC, in order to raise money using Title III Crowdfunding, a

company must prepare a Form C and file it with the SEC 21

days prior to launching an offering. CrowdPay offers a Form C

drafting tool that can help you prepare the Form C for a fraction

of the time and cost of hiring a traditional law firm.

• The Form C you prepare using CrowdPay requires only a

light legal review by a lawyer, which can be done by your

own lawyer or one of our legal partners.

• Once signed off on, you can file it with the SEC with the push

of a button.

• With CrowdPay, you can rest assured that you are complying

with all of the SEC’s disclosure requirements.

PPM Risk Factor Tool:

The Risk Factor Tool is for companies raising money that

don’t want to use a full private placement memorandum or

PPM disclosure document. If you are raising money from

friends and family or sophisticated investors, you may not

need to use a full PPM document, but you should still use a

set of well tailored risk factors to protect you and your

company from liability if anything goes wrong in the future.

•Risk factors are like insurance policy for a securities

offering and a well tailored compressive set of risks can

protect you and your company from investor lawsuits and

SEC actions.

•By answering a set of yes or no questions and entering

some brief information, then generate a set of risk factors

that can be tailored by the company for legal protection.

16

✔ DRAG & DROP EDITOR: CrowdPay provides an intuitive, drag-and-drop editor that significantly cuts down on developmenttime.

✔ WIDGETS: To make site building faster, copy and paste anyelement inside of a site.

✔ MOBILE DESIGNER: Every element in CrowdPay’s CMS can becustomized on a per device basis, giving full control over the siteon each type of mobile device

✔ TEMPLATES: Simply pick a template and use CrowdPay’sresponsive website builder to bring your vision to life.

✔ IMAGE MANAGEMENT: Pull from a library of free stockimages, upload, or import images from any URL, to easily makeyour website picture-perfect.

✔ SEARCH ENGINE OPTIMIZATION: Improve your website’ssearch engine ranking by setting up page titles and descriptionsand 301 redirects.

✔ AUTOMATIC OPTIMIZATION: Images uploaded to CrowdPay’sCMS are automatically resized and compressed so they loadperfectly on desktop, tablet and mobile.

✔ BLOG: Displays your blog perfectly across desktop, tablet andmobile devices. ATOM and RSS feeds are automaticallygenerated.

✔ AUTOMATIC BACKUPS: Backups are created automaticallyevery time you make changes and publish them. You can thenrevert back to any version at any time.

The CrowdPay website builder enables you to create a responsive website with no need to code that can

be customized by device. All CrowdPay websites not only look great, but follow Google’s SEO best

practices and come with many design and business-driving widgets.

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✔ Compliance and Regulations✔ E-Signatures✔ Accreditation✔ SEC/FINRA Compliant✔ Digital Documents, Digitial Signatures✔ Bad Actor Checks✔ ID Validation✔ Custom Forms✔ Know Your Customer (KYC)✔ Anti-Money laundering (AML) Checks✔ Residency Requirements✔ Cool-Off Periods

✔Watch Lists✔ Post comments / Ask Questions✔ Investment Dashboard✔ Investment Profiles

Equity Back Office:

✔ E-Signatures✔Manage Accreditation✔ Payment and Escrow Ready✔Moderator Access✔ Project Approval Process

Equity Payment Options:

✔ ACH, Wire & Check Options✔ Online Payments✔Multiple Currencies✔ Traditional Payments ( Check & Wire)✔ Indicate interest On Offerings

✔ Dashboards

✔ Social Media Ready

✔ Admin Backoffice

✔ Automation

✔ Notifications

✔ Mobile Ready

✔ Export Data

✔ YouTube & Vimeo integration

✔ Search & Search filters

✔Website Builder✔ Professional Support✔ Launch Support

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Coming Soon

CrowdPay invented and developed our patent-pending Compliance and Regulations, a one-of-a-kind equity crowdfunding rules engine designed tolet you configure your equity crowdfunding portal exactly as you see fit.

CrowdPay is also the only provider that lets you conduct offerings for all the national, intrastate, and international rules, all at the same time, on thesame portal.

Amazing Investor Support:

We are firmly dedicated to your crowdfunding portals success. Our small team helps you get launch with a custom portal in a fraction of the time of your typical build out process. Use our expertise to get started today.

CrowdPay Benefits:✔ 100% Customizable✔ Ready-To-Launch✔ Powerful Admin Backend

CrowdPay invented and developed our patent-pending Compliance and Regulations, a one-of-a-kind equity crowdfunding rules enginedesigned to let you configure your equity crowdfunding portal exactly as you see fit.

CrowdPay is also the only provider that lets you conduct offerings for all the national, intrastate, and international rules, all at the sametime, on the same portal.

single raise solution:

24

Prepared by

Crowdpay.us, Inc.

200 Park Avenue, 17th Floor

New York, NY 10166

212-278-0900

CONFIDENTIAL –

Do Not Distribute Without Permission This Business Plan is provided solely for the purpose of discussion, and is not an offering of securities. It may not be

reproduced in part or whole without the written permission of crowdpay.us. Inc.

COPYRIGHT © 2016 CrowdPay.us, Inc.