Disclaimer

IMPORTANT NOTICE:

The information within this website is issued by Prologue Capital LLP to sophisticated investors who are professional clients or eligible counterparties under the Rules of the United Kingdom Financial Services Authority ("FSA"). This website and the materials contained on it are not, under any circumstances, intended for access by or distribution to the general public.

The information within this website is unsuitable for any other person, who should exit the website immediately. If you are unsure as to whether or not you qualify, please contact your financial or other professional adviser.

The information below explains the legal and regulatory restrictions in relation to the Prologue Capital LLP website.


Please read the following terms ("Terms") carefully. By accessing any page of this website, you agree to be bound by the Terms below. If you do not agree to the Terms below, please exit the website. This page is designed to filter out unsuitable and ineligible categories of person from accessing the website and, as such, Prologue Capital LLP cannot be responsible for any misrepresentations you may make in gaining unauthorised access to the website.

These Terms may be amended at any time without prior notice to you. Your continued use of the website following any changes will mean that you accept such changes.

Regulatory Disclosures

Prologue Capital LLP is authorised and regulated by the FSA. Most if not all of the protections provided by the United Kingdom regulatory system will not apply to investments in the products detailed within this website. Access to this website from certain countries may be restricted by law and you are required to determine that you are permitted to access it.

Content of Website

This website is published solely for informational purposes and no regard is paid to specific investment objectives, financial situation or particular needs of any person. The contents of this website are based on sources of information believed to be reliable. Any opinions or estimates included herein constitute a judgment as of the date of publication and are subject to change without prior notice. This website may include forward-looking statements that are based upon our current opinions, expectations and projections. Prologue Capital LLP undertakes no obligation to update or revise any forward-looking statements. Actual results could differ materially from those anticipated in the forward-looking statements. No reliance may be placed for any purpose on the information and opinions contained in this website or their accuracy, reliability or completeness and no representation, warranty or undertaking, express or implied, is given as to the accuracy, reliability or completeness of the information or opinions contained in this website. These Terms and all materials on the website are meant to be reviewed in their entirety, including any footnotes, legal disclaimers, restrictions or disclosures, and any copyright or proprietary notices. Any disclaimers, restrictions or disclosures apply to any partial document or material in the same manner as they do the whole, and will be deemed incorporated.

Investment Risk

There are significant risks associated with investment in the products outlined in the website. Investment is intended for sophisticated investors who can accept the risks associated with such an investment including a substantial or complete loss of their investment and who have no need for immediate liquidity in their investment. Investments will be subject to strict limitations on transferability and withdrawal. There will be no secondary or public market.

Past performance is not necessarily a guide to future performance. The value of investments and any income derived from them can go down as well as up and the value of an investor's investment may be subject to sudden and substantial falls. The prices of commodities contracts and all derivatives instruments, including futures and options, are highly volatile. The loss on realisation may be very high and could result in a substantial or complete loss of investment.

Most if not all of the protections provided by the United Kingdom regulatory structure will not apply to the investments in the products detailed within this website. Investors should be fully aware of the restrictions on transfer of these investments. Some investment positions may be illiquid and investment may be made in non-publicly traded securities.

The foregoing list of risk factors is not complete and reference should be made to the relevant offering document (the "Offering Memorandum"). An investment may only be made after receiving and reviewing the Offering Memorandum and the risk factors contained therein. You should rely only on the Offering Memorandum in making any decision to invest. Any offer or invitation may be made only by means of a definitive private offering document or similar materials, containing such information (including material terms and risks) as is necessary to enable a prospective investor to make an informed decision. This website does not constitute such a document.

Solicitation

The website does not constitute and should not be used for the purpose of an offer or solicitation in any jurisdiction or in any circumstances in which such offer or solicitation is unlawful or not authorised. Persons resident in territories other than the UK should consult their financial or other professional advisers as to whether they require any governmental or other consents or need to observe any formalities to enable them to invest in any product described in this website. Any offer or solicitation can and will be made only by means of an Offering Memorandum, only in jurisdictions in which such an offer would be lawful and only to individuals who meet the investor eligibility, suitability and sophistication requirements of the product, including qualifying as accredited investors within the meaning of the Securities Act of 1933 (US), as amended. Access to information about the products described herein is similarly limited to individuals who meet the applicable investor eligibility, suitability and sophistication requirements.

United States of America

The provision of the information in this website does not constitute an offer to purchase securities to any person in the United States or to any U.S. Person as such term is defined under the Securities Act of 1933 (US), as amended. The information contained in this website about Prologue Capital LLP is not directed to any person in the United States.

Advice

No information contained within this website should be construed as the provision of financial, investment or other professional advice in any way.

Taxation

Taxation will depend on individual financial circumstances and the country of residence.

Unregulated Schemes

The product described on the website is an unregulated collective investment scheme. Its promotion or offering in the United Kingdom is restricted to institutions or individuals falling within Annex 5, COB Chapter 3 of the FSA Handbook, and the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes (Exemptions) Order 2001. When viewing any area of the website related to this unregulated fund, you confirm that you are authorised to carry out investment business under the Financial Services and Markets Act 2000 or are a person falling within the eligible categories of permitted investors (Annex 5, COB Chapter 3 of the FSA Handbook, and the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes (Exemptions) Order 2001)). Prologue Capital LLP neither provides investment advice to, nor receives or transmits orders for shares or limited partnership interests from persons accessing this website and will generally not carry on any other activities with or for such persons that constitute "MiFID or equivalent third country business" for the purposes of the rules of the FSA.

By proceeding you confirm: That you are not a private or retail investor or subject to any jurisdictional restrictions restricting or prohibiting access to information on unregulated collective investment schemes and that you fall within one of the permissible categories under Annex 5, COB Chapter 3 of the FSA Handbook, and the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes (Exemptions) Order 2001.

Limited License to Use the Website

Except as specifically permitted below, nothing contained in these Terms or the website itself either grants or will be construed to grant to you or any third party any title or interest in, or any license or right to use or reproduce, any image, text, software, code, trademark, logo or service mark contained in the website, including without limitation the name or logo of Prologue Capital LLP. Any data that you transmit to the website (including without limitation personally-identifiable information) becomes the property of Prologue Capital LLP and may be used by Prologue Capital LLP for any lawful purpose without restriction, subject to the privacy policy set forth below. Prologue Capital LLP reserves, and will enforce to the fullest extent possible, all rights that it may have with respect to copyright and trademark ownership of all material contained in the website. Prologue Capital LLP grants you a limited, non-exclusive license to display and otherwise use portions of the website solely for your own private, non-commercial informational purposes only, and to print pages from the website only in connection with that use. You may not modify, distribute, transmit, perform, reproduce, publish, license, create derivative works from, transfer or sell any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software or code obtained from the website.

Privacy Policy

In using portions of the website, you may be asked to provide Prologue Capital LLP with personal information about yourself. Personal information is any information that can be used to identify or contact a specific individual or company. Prologue Capital LLP and its affiliates may use personally-identifiable information for its own internal purposes, or on behalf of its affiliates. Prologue Capital LLP will not transfer, sell or disclose your personal information to any other third party without your prior consent, except to its affiliates or as may be required by law (such as a subpoena, search warrant or other court order, or pursuant to the order or request of any regulatory body having jurisdiction over Prologue Capital LLP or its affiliates) or to protect the integrity of the website. In general, Prologue Capital LLP's business practices limit access to personal information obtained through your use of the website to those personnel who need to know such information to conduct Prologue Capital LLP's or its affiliates' operations. Prologue Capital LLP maintains physical, electronic and procedural safeguards designed to protect such information from unauthorized access or use. Prologue Capital LLP will use personal information obtained through your use of the website only in accordance with the privacy policy in effect at the time such information was provided. By providing Prologue Capital LLP with data: (i) you acknowledge and agree that due to the international operations of Prologue Capital LLP and its affiliates, Prologue Capital LLP may provide personal information, in accordance with this privacy policy, to Prologue Capital LLP's affiliates that may be outside your resident jurisdiction, and that such data may be stored on servers located in other jurisdictions; and (ii) you consent to the transfer of such data outside of the European Union as described in this privacy policy. If you do not consent to the terms of this privacy policy, please do not use the website, and, if you have provided personal identifying data, please contact Prologue Capital LLP about how you would like it to handle such data.

No Warranty

Prologue Capital LLP, its affiliates, and their officers, directors, principals, agents and employees make no representations or warranties, express or implied, regarding the suitability or other characteristics of the information and materials contained on or presented through the website. All such information and materials are provided "as is", without any warranty of any kind. Prologue Capital LLP hereby further disclaims all warranties and conditions with regard to such information and materials, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title, non-infringement and availability.

Limitation of Liability

By proceeding you agree, so far as this is permitted under the provisions of the UK regulatory system, in no event shall Prologue Capital LLP, its affiliates, or their officers, directors, principals, agents and employees be liable for any claims, liabilities, losses, costs or damages, including indirect, punitive, incidental, special or consequential damages, arising out of or in any way connected with (i) the use of or inability to use the website or with any delay in using the website, or (ii) any information and materials obtained through the website or (iii) otherwise arising out of the use of the website; in any case whether based on theories arising in contract, tort, strict liability or otherwise. Such limitations apply even if Prologue Capital LLP, its affiliates, or any of their officers, directors, principals, agents or employees have been advised of the possibility of damages.

If any provision of these Terms is held to be invalid or unenforceable in any jurisdiction, such provision shall be deemed modified to the minimum extent necessary so that such provision shall no longer be held to be invalid or unenforceable, and these Terms shall be interpreted so as to achieve the intent expressed herein to the greatest extent possible in the jurisdiction in question. Any such modification, invalidity or unenforceability shall be strictly limited both to such provision and to such jurisdiction.

If you are in any doubt about the contents of this notice, you should consult your financial or other professional adviser.