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Terms & conditions – please read carefully

The following terms and conditions set out the basis of our relationship with you as a potential investor. We reserve the right to cease communicating with you at any time at our absolute discretion and we reserve the right to vary these terms and conditions.

By completing and agreeing to the Terms & Conditions in this form, you confirm that Ruffena Capital may communicate investment opportunities to you as appropriate and you are fully aware of the risks in investing in private unquoted companies and the need to take appropriate independent professional advice in making such investment decisions.

Communicating with you

We will need to keep you apprised of the investment opportunities we believe will be of interest to you. Ruffena Capital will communicate with you by e-mail, telephone, fax, in writing and in person and you should expect to receive unsolicited calls in relation to Ruffena from time to time. All communications with and from Ruffena Capital will be in English.

Your information

Your information (including information we already hold and may receive now and in the future) may be held by us or transferred in accordance with our registration under the Data Protection Act. A copy of our registration is available from the Office of the Data Commissioner or from our head office at the address below. If you do not wish your information to be used for these purposes, you should write to us at the address below. With limited exceptions, you have the right to access and, if necessary, rectify the information that we hold about you.

Our responsibilities to you

We will act with reasonable skill and care in our dealings with you. Subject to the duties of confidentiality we owe to our clients, we will use our reasonable endeavours to bring to your attention any matter of which we become aware that we believe might materially affect any investment decision. Unless we have been negligent, we and our Associates cannot and do not accept responsibility or liability for any loss of whatever nature, in connection with any investment proposal introduced to you by us. Conflicts of interest are dealt with by the implementation of appropriate Chinese Walls, oversight by senior management, and the observation of a comprehensive conflict of interest procedure, details of which are available on request. If you wish to register a complaint regarding Ruffena Capital, please write to the Complaints Officer at the address below. A full copy of Ruffena Capital’s complaint handling procedure is available on request to anyone who has dealings with the firm. If you cannot settle your complaint with us, you may be entitled to refer it to the Financial Ombudsman Service.

Your responsibilities to us

You warrant that the information you have given to us is complete and accurate in all material respects and further you undertake to keep us informed of any material changes to your contact details and/or financial position and/or investment requirements. We make our living from consultancy and contingent success fees agreed with our clients, the fund seekers. You will refrain from attempting to circumvent the fees we have agreed with our clients for our work.

Client information

By completing this form prior to receiving any information in respect of investment opportunities available at Ruffena Capital, you hereby agree that all and any information provided will be treated entirely confidentially and will be used solely for the purpose of deciding whether to proceed with discussions or negotiations for investment or other matters. Such information may include but not necessarily be limited to any accounts, vouchers, documents, papers, information, know-how, property rights or other detail supplied to you in the course of negotiations, including a client’s financial or business arrangements and the provision of services (other than any such matters as are in the public domain) and you agree that such items shall be treated by you as secret and confidential and kept so for a minimum of twenty four months from today’s date or such time as you may agree in confidentiality undertakings directly with the client.

Regulatory information

Ruffena Capital Ltd is an Appointed Representative of Ashberg Limited. Ashberg provides all regulatory functions on behalf of Ruffena Capital. Ashberg Limited is authorised and regulated by the Financial Conduct Authority. This communication is for the intended recipient and is only suitable for investment professionals, certified high net worth individuals, high net worth companies/unincorporated associations and/or sophisticated investors (as defined in the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005). It does not constitute a personal recommendation. Ashberg does not make any representations or give any warranties as to the correctness, accuracy or completeness, nor do we assume liability for any losses arising from errors or omissions in the opinions, forecasts or information irrespective of whether there has been any negligence by Ashberg, its affiliates or any officers or employees, and whether such losses be direct or consequential. Ashberg’s registered address is Ashberg Limited, 35, New Bridge Street, LONDON, EC4V 6BW. Company Number 06987478. Investment in unquoted businesses carries high risks as well as the possibility of high rewards and an investor’s capital is at risk in making such investments. It is highly speculative and potential investors should be aware that no established market exists for the trading of shares in private companies. Please note that any tax treatments referred to in financial promotions approved or issued by Ruffena Capital will depend on the individual circumstances of the investor. Investors should be aware that other costs and taxes may arise for them in relation to making investments. All of Ruffena Capital’s fees are payable by the client companies to whom it provides services. You may have the right to protection under the Financial Services Compensation Scheme and the right to refer complaints to the Financial Ombudsman Service; this depends on the type of business and the circumstances of the claim or complaint. Where a particular investment contains an overseas element, these protections may not be available. Further information about applicable compensation and protection is available from the FSCS and FOS.

Proof of identity

If appropriate for compliance purposes, we may ask you for validated copies of documents used to confirm your identity. In addition the anti money-laundering processes involved in any financial transaction we might introduce will require similar evidence. The documents required usually include official photographic ID (passport, driving licence, national ID card or Services ID card) as well as confirmation of address such as a utility bill.