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  Vantage Capital Confidentiality and Terms of Use Agreement

 
 
In order to gain access to our Online Library, it is necessary for you to read and accept the Terms of use Agreement below. Once you have read and accepted this agreement, there is an acceptance button at the bottom of this document.

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  Your attention is drawn to the following:

All documents contained on this website are strictly confidential and intended only for the information of the registered user. Neither any of the documents, nor any of their contents may be copied or distributed (except to the recipient’s professional advisers who must be required to maintain confidentiality) and the recipient and its professional advisers must keep confidential all matters contained within all documents which are not already in the public domain.

All statements of opinion and/or beliefs contained in all the documents on this website and all views expressed and all projections, forecasts and statements regarding future events, expectations or future performance or returns represent the Advisor’s own assessment and interpretation of information available to it at the date of the documents. No representation or warranty, whether express or implied, is made or assurance given as to the accuracy of the information contained in any of the documents or that such statements, views, projections or forecasts are correct or will be achieved. Prospective investors must determine for themselves what reliance (if any) they should place on such views, projections, statements or forecasts and no responsibility is accepted by the Advisor in respect thereof.

Prospective investors should not treat the contents of any of the documents as advice relating to legal, taxation, investment or any other matters and are advised to consult their own professional advisers concerning the acquisition, holding or disposal of an interest in any of the Funds. The Advisor accepts no responsibility for advising potential investors on their participation in any Fund, and accordingly potential investors must make their own independent assessment, after making such investigations and obtaining such advice as they consider necessary, of the merits of participating in any Fund. Prospective investors are recommended to conduct their own due diligence.

The attention of prospective investors is drawn to the fact that all of the Funds are likely to be committing their funds to investments of a long term and illiquid nature in companies whose securities are not quoted or dealt in on any stock exchange. Such investments may be difficult to value and are likely to involve a significant level of risk. Similarly, there is no available public market for interests in the Fund and no such market is expected to develop in the future. There can be no assurances that the Fund’s rate of return objectives will be realised or that there will be any return of investor’s capital or loans. Prospective investors should also note the considerations set out under “Certain Investment Considerations and Risk Factors”.

While (unless otherwise specified) the information contained in all of the documents is believed to be up to date as at the date of its publication, certain of the information contained in it has been obtained from published sources prepared by other parties. Neither the Advisor nor any other person assumes any liability or responsibility for the accuracy or completeness of such information.

Distribution of any of these documents may in certain jurisdictions be restricted by law. Persons into whose possession any of these documents come are required by the Advisor to inform themselves about and observe any restrictions. None of the documents may be used for, or in connection with, any offer or solicitation by any person in any jurisdiction in relation to the interests in any Fund. It is the responsibility of prospective investors to satisfy themselves as to full compliance with the relevant laws and regulations of any territory in connection with any application to participate in any Fund, and in respect of the acquisition, holding and disposition of an interest in any Fund and as to the tax consequences thereof, including obtaining any requisite governmental or other consent and adhering to any other formality required in such territory.

Investors in the United States: All the interests described in the documents (the "Interests") will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any other U.S. securities law, including U.S. State Securities or Blue Sky Laws. Interests will be offered and sold without registration in reliance upon the Securities Act exemption for transactions not involving a public offering and will be sold in the U.S. only to Accredited Investors, as defined in Regulation D promulgated under the Securities Act. Additionally, all the Interests are subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities Act, and the applicable State Securities Laws, pursuant to registration or exemption therefrom. Prospective investors should be aware that they will be required to bear the financial risks of their investment for an indefinite period of time. It is extremely unlikely that the Interests will ever be registered under the Securities Act. In relation to the United States, all the documents are only directed at, and may only be distributed to, persons who are "Qualified Purchasers" as such term is defined in Section 2(A)(51) of the Investment Company Act 1940, as amended, ("Investment Company Act"). No Fund will be registered as an investment company under the Investment Company Act. Consequently, investors will not be afforded the protections of the Investment Company Act.

In the event that the description or terms in any of the documents are inconsistent with or contrary to the Fund Agreements, which will be made available to prospective investors, the Fund Agreements shall prevail.

Investors in France
:

None of the documents have been submitted to the Autorité́ des marches financiers (AMF) for approval. Accordingly, none of the documents, nor any other material relating to the interests in the Fund may be made available to the public or used in connection with any offer for subscription or sale of the interests in France, and the interests may not be issued, offered or otherwise sold in France.

Investors in Germany:

The Fund’s interests shall not be offered or advertised publicly or offered similarly under S135 of the Investmentgesetz (Investment Act) or S8f of the Wertpapier-Verkaufsprospektgesetz (Securities Sales Act). All of the documents are for the attention of the registered user only and do not constitute an offer or advertisement to the public. The registered user or any other person shall not pass it on or make it available to any third party. Each potential investor is strongly advised to consider possible tax consequences of a potential application of the Investmentsteuergesetz (Investment Tax Act) and is strongly advised to consult his own tax counsel.

Investors in the Netherlands:

The offer of interests any Fund is made to less than 100 persons in The Netherlands and, in accordance with Section 1:12 of the Dutch Financial Supervision Act (Wet op het financieel toezicht, the “Dutch Act”), any Fund and its Advisor does not require a license under the Dutch Act. Accordingly, no supervision pursuant to Part 3 or Part 4 of the Dutch Act is exercised in respect of any Fund. The offer of interests in the Fund in the Netherlands is made solely to Qualified Investors (gekwalificeerde beleggers) within the meaning of the Dutch Financial Supervision Act (Wet op het financieel toezicht). Accordingly, any Fund, its Advisor and any other person offering the Interests in The Netherlands do not require a license under the Dutch Financial Supervision Act and is/are not subject to supervision by the Netherlands Authority for Financial Markets. The offer of interests in any Fund is made solely by way of a Private Placement Memorandum (“PPM”). The PPM and any offer of interests contained therein is neither addressed to nor intended for any individual or legal entity residing or incorporated in The Netherlands, except for individuals or legal entities who or which qualify as qualified investors (gekwalificeerde beleggers) within the meaning of the Dutch Financial Supervision Act. The interests may not be offered, as part of their initial distribution or any time thereafter, to any individual or legal entity residing or incorporated in The Netherlands other than to Qualified Investors.

Investors in Switzerland:

None of the documents on this website constitute an issue prospectus pursuant to Article 652a or Article 1156 of the Swiss Code of Obligations and the issuer has not and will not register with the Swiss Federal Banking Commission as a foreign collective investment scheme. No Fund will be listed on the SWX Swiss Exchange and therefore, none of the documents may comply with the disclosure standards of the listing rules of the SWX Swiss exchange. Accordingly, the interests in any Fund may not be offered to the public in or from Switzerland, but only to qualified investors in accordance with the Federal Act on Collective Investment Schemes and its implementing ordinances or pursuant to private placement exemptions pursuant to the practice of the Swiss Federal Banking Commission.

Investors in the United Kingdom:

None of the documents on this website have been submitted to any authority in the United Kingdom for approval. In accordance with the Financial Services and Markets Act 2000 (the “FSMA”), all of the documents are only being made available to persons (“permitted persons”) who are (a) outside the United Kingdom, (b) investment professionals as described in Article 14 of the FSMA’s (Exemptions) Order 2001 (“the “Order”), (c) high net worth bodies as described in Article 22 of the Order, or (d) other persons to whom it may be communicated in conformity with Section 234 of the FSMA and the Order. The Interests to which these documents relate are only available to permitted persons.

Investors in Botswana:

The requirements of the Regulatory Authority of Botswana which are deemed necessary for the protection of retail investors, in particular the conditions set down by the Regulatory Authority of Botswana in relation to investment and leverage, do not apply to the underlying.

Investors in South Africa:

No Fund will be a registered “collective investment scheme” under the South African Collective Investment Scheme Control Act, 2002, and nothing in an any of the documents on this website should be construed as constituting an offering of the Interests to “members of the public” or an opportunity to invest in a collective investment scheme in South Africa. The investment adviser to the Fund has been authorised to render financial services to the Fund under the South African Financial Advisory and Intermediary Services Act, 2003.
 
     
     
        
 
 
 
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