Terms and Conditions

 

For the purposes of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, I hereby declare that I am a self-certified
high net worth individual, a self-certified sophisticated investor or an investment professional. I understand that this means, as one of the
3 categories, that I:

As a self-certified high net worth individual or self-certified sophisticated investor:
1) can receive financial promotions that may not have been approved by a person authorised by the Financial Services Authority;
2) the content of such financial promotions may not conform to rules issued by the Financial Services Authority;
3) by signing this statement I may lose significant rights;
4) may have no right to complain to either the Financial Services Authority or the Financial Ombudsman Scheme;
5) may have no right to seek compensation from the Financial Services Compensation Scheme.
6) accept that I can lose my property and other assets from making investment decisions based on financial promotions.

As a certified high net worth individual, confirm that at least one of the following applies –
1) I had, during the financial year immediately preceding the date below, an annual income to the value of £100,000 or more;
2) I held, throughout the financial year immediately preceding the date below, net assets to the value of £250,000 or more. Net
assets for these purposes do not include –
i. the property which is my primary residence or any loan secured on that residence;
ii. any rights of mine under a qualifying contract of insurance within the meaning of the Financial Services and Markets Act
2000 (Regulated Activities) Order 2005; or
iii. any benefits (in the form of pensions or otherwise) which are payable on the termination of my service or on my death or
retirement and to which I am (or my dependants are), or may be, entitled.

As a self-certified sophisticated investor, confirm that at least one of the following applies–
1) I am a member of a network or syndicate of business angels & have been for at least the last 6 months prior to the date below;
2) I have made more than one investment in an unlisted company in the two years prior to the date below;
3) I am working, or have worked in the two years prior to the date below, in a professional capacity in the private equity sector, or
in the provision of finance for small and medium enterprises;
4) I am currently, or have been in the 2 years prior to the date below, a director of a company with an annual turnover of at least
£1 million.
5) I declare that I am an investment professional for the purposes of the Financial Services and Markets Act (Financial Promotion)
Order 2005.

As an investment professional:
I make this statement so that I am able to receive financial promotions which are exempt from the restrictions on financial promotion in the Financials Services and
Markets Act 2000. I accept, on behalf of the Company named in this application, that the contents of such financial promotions and other material I receive may not:
1) conform to the rules issued by the Financial Services Authority;
2) be subject to the controls which would apply if the promotion was made or approved by an authorised person;
3) have been approved by a person authorised by the Financial Services Authority.

As any of the above:
• I am aware that it is open to me to seek advice from someone who specialises in advising on investments.
• I undertake not to use for my own benefit (other then for the purposes of considering an investment) or to disclose to anyone
else (other than to such advisers I engage to assist me in completing an investment) any information which is supplied to me by
Placementbase as part of this agreement. I recognise that information provided on investment opportunities to me by Placementbase is
confidential, and that failure to maintain confidentiality may prejudice patent protection and/or lead to substantial financial loss.
• I confirm that I have read and understand the Investor Notice below,
and that I hold a valid Statement which confirms that I am an Investment Professional, a High Net Worth Individual or a
Sophisticated Investor within the meaning of the Financial Services and Markets Act 2000.

I confirm that I have registered as a Placementbase member and invite Placementbase to provide me with information relating to potential
investments in unquoted companies. I will notify Placementbase immediately of any changes.

Personal and Non-commercial use limitation
The Placementbase website and email communications are for your personal use. You may not copy, modify, distribute, display, perform, create derivative works from, transfer or sell any information, software, products or services obtained from Placementbase whether printed, visual, audio, radio, electronic, email forwarding, TV, satellite, digital transmission, scanned, website re-cycled or any other form of material except where expressly noted that the material is available for such purpose.

Investor Notice
Placementbase facilitates transfer of information on investment opportunities and in no way seeks to advise Investor members as to the merits or risks of any of the listed investment opportunities. Placementbase is not authorised to carry out regulated activities under the Financial Services Act 2000.

You should be aware that Verbie Ltd, as operators of the Placementbase web site has no responsibility for the accuracy of any of the documents displayed on it and that the Placementbase web site is intended to be complementary to, and not a substitute for, suitably qualified advisers who market securities and give investment advice.

Investment in new businesses and existing private businesses carries high risks, as well as the possibility of high rewards. It is highly speculative and potential investors should be aware that no established market exists for the trading of shares in private companies. Before investing in a project about which information is given on the Placementbase web site, potential investors are strongly advised to take advice from a person authorised under the Financial Services and Markets Act 2000 who specialises in advising on investments of this kind. Potential investors may be expected to carry out their own due diligence into the opportunities presented to them.

Whilst the information contained in this document has been prepared in good faith, neither Placementbase, nor any of its officers, employees, representatives or advisers make any representation whatsoever in respect of accuracy or completeness of, or omissions from, this document, or any other document or information listed on the password protected section of the Placementbase web site, written or oral, supplied at any time or in respect of any opinions or projections expressed in or omitted from this document or information listed in the password protected section of the Placementbase web site.

Liability disclaimer
THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PUBLISHED ON THIS WEB SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. PLACEMENTBASE AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THIS WEB SITE AT ANY TIME.

PLACEMENTBASE AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED OR OBTAINED THROUGH THIS WEB SITE FOR ANY PURPOSE, OR THE RESULTS THAT MAY BE OBTAINED FROM USING THE SITE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. PLACEMENTBASE AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL PLACEMENTBASE AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS WEB SITE OR WITH THE DELAY OR INABILITY TO USE THIS WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THIS WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THIS WEB SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF PLACEMENTBASE OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

General
This agreement is governed by the laws of the United Kingdom. You hereby consent to the exclusive jurisdiction and venue of courts in the United Kingdom in all disputes arising out of or relating to the use of this Web site. Use of this Web site is unauthorised in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph.

If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

This agreement constitutes the entire agreement between the user and Placementbase with respect to this Web site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the user and Placementbase with respect to this Web site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.