We understand how important it is to keep your information safe and secure and we take this very seriously. We have taken steps to make sure your information is looked after in the best possible way and we review this regularly. Please read this Privacy Notice (‘Privacy Notice’) carefully, as it contains important information about how we use the information about you we collect, store and use.

Definitions

In this Privacy Notice the following words are used as set out below:

• Inconf is referred to as ‘we’, ‘us’, ‘our’, or Inconf.
• ‘Our Clients’ means event organisers and/or their event production companies or agencies.
• ‘Your information’ means personal data that may be used to identify you as an individual.
• ‘CRM’ means the system used to manage sales leads that come in via our website/ email, and to store contact data for prospects, targets and marketing.

We are required to provide you with this Privacy Notice by Law. It explains how we use the information we collect, store, and hold about you. If you are unclear about how we process or use your information, or you have any questions about this Privacy Notice or any other issue regarding your information, then please contact our Data Protection Lead (see paragraph 3 below). The Law says:

• We must let you know why we collect information about you
• We must let you know how we use any information we hold on you
• We need to inform you in respect of what we do with it
• We need to tell you about who we share it with or pass it on to and why
• We need to let you know how long we keep it for

We are Inconf a company registered in England and Wales with company number 12399032 and our registered address is 28 Alexandra Terrace, Exmouth, Devon, EX8 1BD. We deliver virtual event platforms and live streaming services for brands, corporations, associations, rights-holders, event management agencies and production companies. (‘the Service’). We receive data from Our Clients or their event production companies or agencies. Other data collected includes but is not limited to questions submitted, polling responses, surveys, profiles and instant messages directly from the data subject during their interaction with the Inconf Platform. When delivering virtual events on behalf of Our Clients, we are the Data Processor and our Client (and/or their event management company / agency) is the Data Controller. We also collect data about our sales prospects and targets . This data is typically collected via LinkedIn, websites and our personal networks of contacts and is stored in our CRM (Customer Relationship Management) system. We are the Data Controller of our sales and marketing information unless we are a Data Processor as referred to above. The purposes for which we collect and use your information are set out in this Privacy Notice.

Our Data Protection Lead is Daniel Cave, Chief Experience Officer If you have a query or need any further information about this Privacy Notice or wish to make a complaint, please email the Data Protection Lead at: [email protected]

All information collected will only be used for the purpose of providing the Service as described in this Privacy Notice. We will collect and use the information you have provided for the purposes of:

• Populating the website and virtual event platform so that users can read about the agenda and speakers at an event
• User data, including first name, last name, company name, job title and email address, is entered into the back-end database to facilitate users logging into the system
• Data collected during users’ interaction with the Inconf platform, for example questions submitted, polling responses, surveys, profiles, instant messages etc. is used to facilitate the user’s engagement with event content and with other delegates.
• Event feedback data will inform the planning of future events.
• CRM data is used in our sales and marketing activities for example doing email campaigns, telemarketing, or inviting targets to join webinars we are hosting.

We may collect the following information either from Our Clients or on behalf of Our Clients

• First name and last name
• Job Title
• Company Name
• Email address
• A short biography or profile
• Questions that users have posed (in writing) to speakers or presenters
• Answers to polling questions that users have submitted via the platform either multiple choice or free-text responses
• Responses to surveys / questionnaires / feedback forms completed by users via the platform
• Instant messages sent between delegates / exhibitors / sponsors / presenters via the platform’s networking tools
• Notes captured when a user types into the platform during an event
• Analytics information to enable reporting on event attendees, sessions attended, duration of attendance, expo stands visited, which documents they downloaded and how they answered polling questions

In addition, we may collect the following:

• Information regarding Our Clients and prospects on our CRM as part of our sales process
• The contract/project plan and the billing details for Our Clients.

The law states that we must collect and use your information in accordance with a legal basis. We will only use any information that you provide in accordance with the retained EU law version of the General Data Protection Regulation ((EU) 2016/679) (‘UK GDPR’), the Data Protection Act 2018 and any other relevant legislation, regulation, code of practice or guidance. The legal basis for collecting and using your information will depend on the information concerned and the specific context in which it is collected. We will normally use your information where:

• We have your consent to do so (you have a right to withdraw this consent at any time).
• We require the information to perform a contract with you. For example a user will be engaged by Our Clients by virtue of a contract to attend an event.
• The processing is in our legitimate interests (where we have a business or commercial reason to use your information) and this is not overridden by your data protection interests or fundamental rights or freedoms
• We have a legal obligation to process the information

We will keep your information for as long as necessary but in any event in accordance with our data retention and disposal policy, with current law and national guidance. All event data is deleted within 6 months days following the end of an event or project.

8. WHO WE SHARE YOUR INFORMATION WITH

We typically pass to Our Clients any data collected during their event, together with an analytics ‘insight report’ which gives them a summary of the key insights drawn from the data collected. We may pass on your information if we have a legal obligation to do so.

Your information may be used to report trends or reports to Our Clients. The data is used for analytics as a key part of the service to Our Clients and includes which delegates watched which sessions / downloaded which documents / visited which expo stands and submitted which questions. This information will not be anonymized which means it can identify you as an individual. Clients are offered the option for their delegates or visitors to be excluded from tracking if they wish.

We will not share your information for marketing purposes unless we have your consent.

• Be informed if your information is being used;
• Request access to the information that we have collected about you. We are obliged to provide this to you free of charge within one month of receipt of your request (unless your request is complex, or you have made numerous requests in which case it may take us longer). If your request is unfounded, excessive, or repetitive we may charge a reasonable administrative fee;
• Request the correction of any information held about you that is inaccurate or incomplete. We encourage you to inform us of any changes to your information so that we can ensure that the data we hold on you is accurate and up to date;
• Request the deletion or removal of your information where your information is no longer necessary for the purpose for which it was collected/processed, where there is no appropriate reason for us to continue processing it or where we have processed your information unlawfully. However, your request for deletion/removal may not always be met for legal reasons. You will be informed of these reasons when you make your request;
• Object to the processing of your information for a particular purpose or purposes.
• Restrict the processing of your information for example when you challenge the accuracy of the data, we hold on to you and we are verifying that data;
• Request portability of your information. This means you have a right to receive the information you provided to us in a way that is accessible and machine-readable. You also have the right to ask us to transfer your information to another organization if this is technically feasible;
• Not to be subject to automated individual decision-making and profiling (known as automated processing) if the decision affects your legal rights or has an important effect on you in some other way;
• Withdraw your consent at any time where we process your information on the basis of your consent. Please note that if you withdraw your consent, we may not be able to continue to provide you with our services. We will inform you of this at the time you withdraw your consent;

For further information on your rights please go to:https://ico.org.uk/your-data-matters/

12. RIGHT TO OBJECT AND COMPLAIN

You have the right to object to your information being used in some or all of the ways as described in this Privacy Notice. Please contact the Data Protection Lead should you have any questions or issues with the use of your information as described here.

You have the right to complain about the management of your information. In the first instance, please refer your complaint to the Data Protection Lead as detailed above. If you remain dissatisfied with our response you have a right to raise any concern or complaint with the Information Commissioner’s Office:https://ico.org.uk/

If English is not your first language, you can request a translation of this Privacy Notice. Please contact our Data Protection Lead for further information.

Our website uses cookies to enable certain core functionality such as allowing you to log in to the virtual event platform and to network with other participants. These cookies do not contain any sensitive or personal information and only act as a mechanism for our server to identify your user account as you move around the website.

When you visit our website, you are also prompted to allow us to collect additional information about how you use the website. This data is anonymized and is used to allow us to identify trends on our website and make improvements. For example, this anonymized data allows us to see how many people have visited a certain page on our website in a given month. Unless you click the “Allow cookies” option, we do not collect this data or store the Google Analytics tracking cookie that enables this functionality on your device.

For more information on ‘Cookies and similar technologies’ go to;https://ico.org.uk/your-data-matters/online/cookies/

Our website contains hyperlinks to other third-party websites. If you go to another website from our website, it is important that you read their Privacy Notice on that website to find out what it does with your information and their policies may differ from ours. We take no responsibility legal or otherwise for the content or use of information, personal or otherwise, on other websites.

Where we use third parties to process or use your information on our behalf, we ensure that we have a robust agreement in place which makes it clear that they must be compliant with the UK GDPR and any other relevant data protection legislation. We also make it clear that the information they may receive about you from us is only used in a manner consistent with the aims of Inconf and this Privacy Notice.

• Inconf’s platform is built on a WordPress Engine and uses Google Drive and Google’s Gmail for Business4
• It may be necessary during the course of any activities in relation to the use of the platform that WordPress will require access to your information but please rest assured that this is secure and done in compliance with data protection legislation.
• We store a mix of PII and non-PII data with 3rd parties such as Mixpanel, Google Analytics, WP engine and Slido depending on the features requested for each event.

We take the security of your information very seriously and we do everything we can to ensure that your information is always protected and secured. We regularly update our processes and systems and we also ensure that our staffs are properly trained. We also carry out assessments and audits of the information that we hold about you and make sure that, if we provide any other services, we carry out proper assessments and security reviews. The website is maintained by WordPress who are the website hosts and providers however they do not process any data on behalf of Inconf Ltd. Your information is held electronically. It is password protected and held securely on either our internal computer systems or on a third-party secure server. The data we collect can only be accessed by the key Inconf project team members including the Project Manager, Data Analyst, Developers and Senior Leadership Team.

We are obliged to protect any confidential information that we hold about you and we take this very seriously. It is imperative that you let us know immediately if you change any of the contact details you have given us or given to others to give us so as to ensure that the information, we hold about you is up to date and correct.

Please note that this Privacy Notice will be regularly reviewed and updated in line with current data protection legislation, regulation, and guidance. You should check this Notice occasionally to ensure you are aware of the most recent version that will apply each time you access this website.

This Privacy Notice was last updated on 1 July 2021

Cookies Policy

Our website uses cookies to distinguish you from other users of our website. This helps us to provide you with a good experience when you browse our website and also allows us to improve our site. A cookie is a small file of letters and numbers that we store on your browser or the hard drive of your computer if you agree. Cookies contain information that is transferred to your computer’s hard drive.

We use the following cookies:

• Strictly necessary cookies.  These are cookies that are required for the operation of our website. They include, for example, cookies that enable you to log into secure areas of our website, use a shopping cart or make use of e-billing services.
• Analytical or performance cookies. These allow us to recognize and count the number of visitors and to see how visitors move around our website when they are using it. This helps us to improve the way our website works, for example, by ensuring that users are finding what they are looking for easily.
• Functionality cookies.These are used to recognise you when you return to our website. This enables us to personalize our content for you, greet you by name, and remember your preferences (for example, your choice of language or region).
• Targeting cookies. These cookies record your visit to our website, the pages you have visited and the links you have followed. We will use this information to make our website and the advertising displayed on it more relevant to your interests. We may also share this information with third parties for this purpose.

You can find more information about the individual cookies we use and the purposes for which we use them in the table below:

Cookie Title / Name	Purpose	More information
wpe-auth wordpress_logged_in_ wordpress_sec_	Cookies that support the basic functionality of the site,such as logging in.	–
gs_u_GSN gs_v_GSN-2194840-F gs_u_GSN gs_v_GSN >mp_<variable>_m	Cookies used by a service called Gosquared, which we use to track how many visitors are online at once.	Gosquared.com
_gat_UA-<variable>_ _dc_gtm_<variable>_ _gid _ga	Google analytics tracking software to measure how many visits we get and what users do.	Analytics.google.com
mp_<variable>_mixpanel	Mixpanel tracking software to measure how many visits we get and what users do.	Mixpanel.com
ONID sb presence pin xs _BEAMER_LAST_UPDATE_HLZbZZJA4756 usida c_user dpr datr __EX_d68e20632b79795d146f00d9ad8cfe95297749b6__ AWSALBCORS _BEAMER_USER_ID_HLZbZZJA4756 __exponea_time2__ AWSALBTGCORS fr _hjid currentAccountUuid __exponea_etc__ _ga	Cookie set by Vimeo player, to enable embedded videos to play, and to track the number of views and similar metrics.
Slido.EventAuthTokens _gaexp Slido.Privacy _persistenceTest	Cookies used by sli.do q&a tool to deliver functionality.	Sli.do

You can block cookies by activating the setting on your browser that allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or parts of our website. Except for essential cookies, all cookies will expire after various time periods. This Cookies Policy was last updated on 1 July 2021

Inconf Platform Terms of Use

Who we are and how to contact us

We are Inconf Ltd (“We”). We are registered in England and Wales under company number 12399032 and have our registered office at 28 Alexandra Terrace, Exmouth, England, EX8 1BD Our main trading address is 15 Victoria Road, Exmouth, England, EX8 1DL.

What’s in these terms?

This acceptable use policy sets out the standards that apply when you log in to this Platform or interact with our Platform in any other way.

By using our Platform you accept these terms:

By using our Platform, you confirm that you accept the terms of this policy and that you agree to comply with them. If you do not agree to these terms, you must not use the Platform.

We may make changes to the terms of this policy

We amend these terms from time to time. Every time you wish to use the Platform, please check these terms to ensure you understand the terms that apply at that time.

Prohibited uses

You may use the Platform only for lawful purposes. You may not use the Platform:

• In any way that breaches any applicable local, national or international law or regulation.
• In any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect.
• For the purpose of harming or attempting to harm minors in any way.
• To bully, insult, intimidate or humiliate any person.
• To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).
• To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

You also agree:

• Not to reproduce, duplicate, copy or re-sell any part of the Platform
• Not to access without authourity, interfere with, damage or disrupt:

• Any part of the Platform;
• Any equipment or network on which the Platform is stored;
• Any software used in the provision of the Platform; or
• Any equipment or network or software owned or used by any third party.

Interactive services We may from time to time provide interactive services on the Platform, including, without limitation:

• Chat rooms.
• Bulletin boards.
• Q&A tools.
• Networking features.
• Polling, voting and quiz features.

Any moderation of Interactive Services will be undertaken by our client and you should refer to them for details.

Content standards

These content standards apply to any and all material which you contribute to the Platform (Contribution), and to any interactive services associated with it. The Content Standards must be complied with in spirit as well as to the letter. The standards apply to each part of any Contribution as well as to its whole. If applicable our client will determine, in its discretion, whether a Contribution breaches the Content Standards.

A Contribution must:

• Be accurate (where it states facts).
• Be genuinely held (where it states opinions).
• Comply with the law applicable in England and Wales and in any country from which it is posted.
• A Contribution must not:
• Be defamatory of any person.
• Be obscene, offensive, hateful or inflammatory.
• Bully, insult, intimidate or humiliate.
• Promote sexually explicit material.
• Include child sexual abuse material.
• Promote violence.
• Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
• Infringe any copyright, database right or trademark of any other person.
• Be likely to deceive any person.
• Breach any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
• Promote any illegal content or activity.
• Be in contempt of court.
• Be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety.
• Be likely to harass, upset, embarrass, alarm or annoy any other person.
• Impersonate any person or misrepresent your identity or affiliation with any person.
• Give the impression that the Contribution emanates from Inconf Ltd, if this is not the case.>
• Advocate, promote, incite any party to commit, or assist any unlawful or criminal act such as (by way of example only) copyright infringement or computer misuse.
• Contain a statement which you know or believe, or have reasonable grounds for believing, that members of the public to whom the statement is, or is to be, published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism.
• Contain any advertising or promote any services or web links to other sites.

Breach of this policy

When we consider that a breach of this acceptable use policy has occurred, we and/or our client may take such action as we deem appropriate.

Failure to comply with this acceptable use policy may result in our taking all or any of the following actions:

• Immediate, temporary or permanent withdrawal of your right to use the Platform.
• Immediate, temporary or permanent removal of any Contribution uploaded by you to the Platform.
• Issue of a warning to you.
• Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach.
• Further legal action against you.
• Disclosure of such information to law enforcement authorities as we reasonably feel is necessary or as required by law.

We exclude our liability for all actions we may take in response to breaches of this acceptable use policy. The actions we may take are not limited to those described above, and we may take any other action we reasonably deem appropriate.

How this contract can be transferred

We can transfer our rights and obligations under these terms to any third party, provided this does not adversely affect your rights under these terms.

Which country’s laws apply to any disputes?

If you are a consumer, please note that the terms of this policy, its subject matter and its formation are governed by English law. You and we both agree that the courts of England and Wales will have exclusive jurisdiction except that if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are a resident of Scotland, you may also bring proceedings in Scotland. If you are a business, the terms of this policy, its subject matter, and its formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

Percheron Capital Fund I LP and Percheron Capital Fund II LP

This Website (as defined below) contains confidential information. If you do not wish to be a recipient of this information nor be bound by these terms, you should not access or review the information contained on this Website. If you press any of the navigation buttons or links on this page, you acknowledge that you have read and understood the restrictions set out below and you agree to be bound by the terms of this agreement (the “Agreement”). Each time you use the Website, your use indicates your full acceptance of and agreement to abide by the Agreement, as well as our Website Privacy Notice, each in its then current form.

The information contained on this page, including any attachments, documents, materials, reports, data, analysis, models, information and any additional pages accessed by pressing any of the navigation buttons or links on this page (the “Website”) relates to Percheron Capital Fund I LP, Percheron Capital Fund II LP, their parallel funds and/or certain other holding vehicles thereof (individually and collectively, as the context requires, the “Fund”), Percheron Capital Fund I GP LP, the general partner of Percheron Capital Fund I LP and its related entities, Percheron Capital Fund II GP LP, the general partner of Percheron Capital Fund II LP and its related entities, Percheron Investment Management LP and/or their respective affiliates (collectively, “Percheron”) and is non- public, confidential and proprietary (collectively, the “Confidential Information”).

Percheron grants you a personal, limited, non-exclusive, non-transferable right to use this Website, which includes any images, texts, illustrations, designs, icons, photographs, graphics, video clips, downloads, systems and methods, information, data, tools, products, services and other content solely for your personal and noncommercial use. You expressly agree to (a) keep any information disclosed by Percheron or by another person acting on Percheron’s behalf (including, but not limited to, any agent retained in connection with the Fund) confidential, (b) use any Confidential Information contained on this Website, or that you otherwise receive in connection with your evaluation of the Fund, solely for the purposes of evaluating a potential investment in the Fund, (c) restrict access to Confidential Information to persons (including attorneys, other advisers and your client) who need access to assist in that evaluation and who have been informed of such restrictions and are under written obligation to keep such Confidential Information confidential and (d) not otherwise disclose or use any Confidential Information. If any disclosure of any part of the Confidential Information is required by law, you will promptly inform Percheron of such disclosure. You agree to ensure that each person to whom Confidential Information is disclosed in the circumstances set out in clause (c) above complies with the terms hereof as if that person was making the undertaking being given hereunder. You further agree, within 10 business days of a written request from Percheron, to return all documents and other material in your possession or control that contain any part of the Confidential Information (and/or any copies thereof) and to ensure that any persons who have received Confidential Information from you do the same. You agree that you may not decompose, reverse engineer, disassemble or otherwise deconstruct all or any portion of this Website.

You agree that damages would not be an adequate remedy for any breach of the terms hereof and that the Fund and Percheron shall be entitled to the remedies of injunction, specific performance and any other equitable relief for a threatened or actual breach of the foregoing provisions in addition to any other remedy to which the Fund may be entitled at law or in equity. It is understood and agreed that Percheron may rely on the express agreement to this effect made by each person who proceeds to review, print and/or download the material on the Website by the act of accessing this Website.

Notwithstanding the foregoing, each recipient of the Confidential Information (and each employee, representative or other agent of such recipient) may disclose to any relevant governmental or regulatory authority the tax structure and tax treatment of the Fund, any transactions undertaken by the Fund and all materials that are provided to the recipient relating to such tax structure or tax treatment; provided, however, that such disclosure shall not include (1) the name (or other identifying information not relevant to such tax structure or tax treatment) of any entity or person; (2) any performance information relating to the Fund or its investments or (3) any performance or other non-tax information relating to previous funds or investments sponsored, managed, advised or administered by Percheron.

The Confidential Information available on the Website is made available to you for informational purposes only and does not constitute or form part of an offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any interest in the Fund, nor shall any limited partnership interest be offered or sold to any person in any jurisdiction in which such offer, solicitation, purchase or sale would be unlawful under the securities laws of such jurisdiction. The purchase of any limited partnership interest in the Fund may only be made on the basis of the Fund’s limited partnership agreement(s), subscription agreement(s), and the Private Placement Memorandum in their final form (together, the “Definitive Documents”), copies of which will be made available to and must be received by potential investors prior to purchasing any interest in the Fund, and will be subject to the terms and conditions contained in such documents. The information on this Website is qualified in its entirety by the Private Placement Memorandum and governing agreements relating to the Fund. The information on this Website should be read together as a whole, along with any other information provided by Percheron. The information on this Website is not intended to be investment advice or relied upon as the basis for an investment decision, and is not, and should not be assumed to be, complete. Nothing on the Website is to be deemed a recommendation that you buy, sell or hold any security or other investment, or that you pursue any investment style or strategy. The investments and strategies discussed herein may not be suitable for all investors and are not obligations of or guaranteed by Percheron.

You hereby acknowledge and agree that you are aware that (i) the Confidential Information may contain material, non-public information regarding potential portfolio companies and issuers of the Fund or other companies, (ii) United States and other securities laws prohibit any persons who have material, non-public information regarding a security from purchasing or selling such security or from communicating such information to any person who may purchase or sell such security in reliance upon such information. You hereby agree not to, and will instruct your representatives and advisors not to, use any of the Confidential Information in contravention of applicable securities laws.

Notwithstanding any of the foregoing, nothing in this Agreement in any way limits, restricts or prohibits you from reporting or communicating possible violations of law or regulation to any governmental agency or entity or making other disclosures or communications that are protected under the whistleblower provisions of federal or state law or regulation, and nothing in this Agreement requires notification to Percheron, the Fund or their affiliates of the same.

Except with Percheron’s prior written consent, you shall not contact (orally or in writing) any portfolio company of Percheron or any person or entity affiliated with any of the entities that are part of the portfolio (whether existing or potential) of the Fund or any other investment vehicle sponsored by Percheron (or any employee, officer, director, investor, lender, customer, supplier, vendor or independent contractor of any such entities) or any investor in the Fund or any other investment vehicle sponsored by Percheron for any reason, including as part of your due diligence investigation of a potential investment in the Fund.

You agree that, if at any time you are considering an investment in the Fund and are not a Qualified Investor, you shall immediately inform Percheron of this fact and cease accessing the Website.

“Qualified Investor” means (a)(i) an “accredited investor” (as defined in Regulation D promulgated under the United States Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder) and (ii) a “qualified purchaser” (as defined in Section 2(a)(51)(A) of the United States Investment Company Act of 1940, as amended, and the rules and regulations promulgated thereunder) and/or (b) otherwise qualified to make an investment in the Fund pursuant to applicable federal securities laws.

You represent, warrant and agree that:

(a) You have full authority and all rights necessary to enter into and fully perform all of your obligations pursuant to this Agreement;

(b) You are a Qualified Investor; and

(c) You have not and you will not enter into any agreement or perform any act which might contravene the intent, purposes and/or effects of this Agreement.

In addition, you acknowledge that you have reviewed and understand the separate document appearing on the Website titled “Legal Disclaimers and Other Important Information for Percheron Capital Annual General Meeting Website,” which contains important disclosures that must be considered in conjunction with reviewing the Confidential Information.

You acknowledge and agree that Percheron and the Fund reserve the right to engage one or more placement agents for the purpose of soliciting commitments to the Fund, and to compensate any such placement agent in such manner as determined by Percheron or the Fund in their sole discretion, including using any methods disclosed to you by such placement agent and/or in the Fund offering documents, reimbursing any expenses, paying a flat fee and/or paying a fee based on the aggregate amount of commitments to the Fund by all or any subset of investors. In the event you were solicited by a placement agent to make a commitment to the Fund, you acknowledge that you received disclosure regarding the role of the placement agent and the terms of its arrangement at the time of such solicitation.

This Agreement is in addition to, and does not limit in any way any separate confidentiality agreement with Percheron that you entered into in connection with your evaluation of the Fund, and to the extent the terms of this Agreement conflict with such confidentiality agreement, the terms of the confidentiality agreement shall govern.

No person has been authorized to give any information or to make any statement or representation concerning the Fund other than as set forth in the Private Placement Memorandum, and you acknowledge that any such information, statements or representations, if made, may not be relied upon.

There are various risks you assume in relying on the Confidential Information. You acknowledge that an investment in the Fund will involve significant risks due to, among other things, the nature of the Fund’s investments and that you will have due regard to the risk factors and investment considerations detailed in the final Private Placement Memorandum. Investors must have the financial ability and willingness to accept the risks and each of liquidity characteristic of the investment described on this Website and in the Private Placement Memorandum. You should make your own investigations and evaluations of the merits and risks of any potential investment in the Fund and should consult your own legal, regulatory, tax, business, investment, financial, ERISA, and accounting advisers.

Statements on the Website are made as of the date of the Confidential Information, or as of the specific date(s) noted therein (as applicable), and neither the provision of access to the Website, nor any sale of limited partner interests in the Fund, shall under any circumstances create an implication that the Website is correct as of any time subsequent to such date. All or any portion of this Website may be changed at any time without notice to you and Percheron has no duty or obligation to notify you of and such changes. In considering any performance information contained as part of the Website, prospective investors should bear in mind that past or projected performance is not necessarily indicative of future results, and there can be no assurance that comparable results will be achieved or that target returns will be met.

Certain information contained in the Confidential Information may be based on or derived from information provided by independent third-party sources. Though Percheron believes that the sources from which such information has been obtained are generally reliable, Percheron does not endorse the opinions of, or warrant the accuracy of facts or other Confidential Information contributed by, any third party.

Certain information contained on the Website constitutes forward-looking statements which reflect our current views with respect to, among other things, the operations and performance of our business, and are based on certain assumptions that may be subject to change. You can identify these forward-looking statements by the use of words such as “outlook,” “believe,” “expect,” “potential,” “continue,” “may,” “should,” “seek,” “approximately,” “predict,” “intend,” “will,” “plan,” “estimate,” “anticipate” or the negative version of these words or other comparable words. Due to various risks and uncertainties, including those to be set forth in the Private Placement Memorandum, actual events or results or the actual performance of the Fund may differ materially from those reflected or contemplated in such forward-looking statements. Moreover, actual events are difficult to predict and often depend upon factors that are beyond the control of Percheron and its affiliates. You acknowledge that no representation or warranty is made as to future performance and that under no circumstance does your access to the information contained in this exchange create an implication that such information is correct as of any time after the relevant date specified in the documents or materials containing such information.

You represent and warrant that you have full authority and all rights necessary to enter into and fully perform all of your obligations pursuant to this Agreement; you have not and you will not enter into any Agreement or perform any act which might contravene the purposes and/or effects of this Agreement; and you will not alter or delete any content.

If you receive a password to access certain restricted areas of the Website, you are solely responsible for maintaining the confidentiality and security of your password. You may not disclose your password to any third party. You accept full responsibility for any use of your password. You must notify Percheron immediately of any actual or suspected loss, theft or unauthorized use of your password. Percheron is not obligated to inquire as to the authority or propriety of any use of or action taken under your password. Percheron will not be responsible for any loss to you that arises from such use or action or from your failure to comply with these provisions.

You agree that all or any portion of the Website may not be available and may not function properly at any time. Percheron makes reasonable efforts to avoid technological problems, but at any time the Website may have and may cause technological problems such as viruses and other damaging computer programming routines or engines. Percheron disclaims any liability for any interception of data or communications and does not guarantee the security of the Website. Percheron is not liable for any damage or injury caused by the performance or failure of performance of all or any portion of the Website, or for any defects, delays or errors in or resulting from your use of the Website. In addition, if you access any third-party website through the Website or otherwise, you do so at your own risk. Hyperlinks to or from the Website do not constitute third-party endorsement of, sponsorship by, or affiliation with, Percheron.

Percheron has the right but not the obligation to monitor and record all activity on the Website and to respond as it deems appropriate for any reason or no reason. If you do not agree to have Percheron collect any of your personal information, decline the terms of this Agreement below and do not access the Website.

Percheron does not review or monitor any websites linked from or to the Website and is not responsible for the content of any such websites and any content on the Website that is produced by users, publishers, and other third parties not controlled by Percheron. You acknowledge that such content is the sole responsibility of the third-party person or organization that created it, and we assume no responsibility for any third-party content or information. Although Percheron reserves the right to review all content that appears on the Website and to remove any content at our discretion, we do not necessarily review all or any of it. Access and use of third-party content made available through the Website, including news articles, is solely at your own risk and Percheron makes no warranties, express, statutory, or implied, with respect to such third-party content or information. Any links from or to other websites are provided merely for the convenience of the users of the Website and the inclusion of these links does not imply an endorsement, representation or warranty by Percheron with respect to any such linked websites or the content, products or services contained or accessible through such websites or their operators. This Agreement does not govern your use of any site or service other than the Website. You should review applicable terms and policies of any linked third-party content, information or websites.

PERCHERON DISCLAIMS RESPONSIBILITY FOR THE PRIVACY POLICIES AND CUSTOMER INFORMATION PRACTICES OF THIRD-PARTY INTERNET WEBSITES HYPERLINKED FROM THE WEBSITE. TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, PERCHERON DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE WEBSITE. THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE, WITH ALL FAULTS.” TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, PERCHERON DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO THE WEBSITE INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS. WITHOUT LIMITING PERCHERON’S GENERAL DISCLAIMER, PERCHERON DOES NOT WARRANT THE AVAILABILITY, ACCURACY, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY OF THE SITE OR ANY PART OF THE CONTENT. PERCHERON’S LIABILITY WITH RESPECT TO THE WEBSITE IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, NEITHER PERCHERON NOR ANY OF ITS AGENTS OR EMPLOYEES WILL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL PUNITIVE OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED ARISING OUT OF THIS AGREEMENT, THE WEBSITE, OR THE INABILITY TO USE THE WEBSITE. TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, PERCHERON’S LIABILITY IS LIMITED EVEN IF PERCHERON HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES THAT YOU SUFFER OR IF ANY REMEDY YOU HAVE FAILS OF ITS ESSENTIAL PURPOSE. THIS DISCLAIMER OF LIABILITY APPLIES TO ANY AND ALL DAMAGES OR INJURY, INCLUDING THOSE CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION,
INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF OR USE OF ANY ASSET, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE OR UNDER ANY OTHER CAUSE OF ACTION. IF ANY PROVISION OF THIS AGREEMENT IS DEEMED UNLAWFUL, VOID OR UNENFORCEABLE, THEN THAT PROVISION WILL BE DEEMED SEVERABLE FROM THE REST OF THE AGREEMENT AND WILL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF THE REMAINING PROVISIONS. THIS AGREEMENT REPRESENTS THE ENTIRE AGREEMENT BETWEEN YOU AND PERCHERON RELATING TO THE SUBJECT MATTER HEREIN.

Notwithstanding the foregoing, in those states or jurisdictions that do not allow the exclusion or limitation of liability for incidental or consequential damages, Percheron’s liability to you will be limited to the lowest amount permitted by applicable law.

To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless Percheron and its agents, officers, partners, members, shareholders, managers, directors, advisors, employees, affiliates, and third- party service providers from and against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including, but not limited to, reasonable attorneys’ fees) that arise from or relate to (i) your access to or use of the Website and (2) your breach of this Agreement.

This Website is operated by a third-party provider. Accordingly, Percheron bears no responsibility or liability for the services provided by and/or software used by such provider.

If any provision of this agreement is held to be invalid or unenforceable by any judicial or other competent authority, the provision in question will apply with the minimum modifications necessary to make it valid and enforceable and all other provisions of this agreement will remain in full force and effect and will not in any way be impaired.

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware without regard to its conflict of law principles. The parties to this Agreement shall be subject to the jurisdiction of the state and/or appropriate federal court in the State of Delaware.

We make no claims, representations, or warranties that the Website, or that the transactions, products or services discussed on or accessible through the Website, are available or appropriate for sale or use outside of the United States. Access to the Website from countries or territories where such access is illegal is prohibited. Those who access the Website from outside the United States do so on their own initiative and are responsible for compliance with local laws, rules, and regulations.

The Fund is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon, inure to the benefit of and be enforceable by (a) Percheron, the Fund (and its respective partners, members and managers) and their respective successors and permitted assigns and (b) your successors and permitted assigns.

Nothing in this Agreement implies that Percheron has consented to (or otherwise waived any requisite consents to) ‎any transaction.

For purposes of clarification, you acknowledge and agree that nothing in this Agreement modifies, amends or waives any of the Definitive Documents. It is acknowledged and agreed that if any Definitive Document is executed by you with respect to an investment in the Fund, the provisions of such Definitive Document shall, notwithstanding anything to the contrary contained herein, supersede this Agreement (and, if applicable, you shall be treated as a disclosure recipient of the applicable investor for purposes thereof) and shall govern the confidential treatment of the Confidential Information related to the Fund, rather than this Agreement.

You will be bound by revised versions of this Agreement that Percheron posts on the Website. Modifications will be effective immediately upon posting, unless Percheron indicates otherwise. Your access of the Website shall indicate your full acceptance of this Agreement in its then-current form each time you access the Website.

You acknowledge that none of the Funds are marketed (as that term is defined in Article 4(1)(x) of the Alternative Investment Fund Managers Directive (2011/61/EU) (including all national, implementing or supplementary measures, laws and regulations (the “AIFMD”) or Regulation 45 of the Alternative Investment Fund Managers Regulations 2013 (as amended) (“AIFM Law”) to investors in the European Economic Area (“EEA”) or the United Kingdom (“UK”). If you are domiciled or have your registered office in the EEA or the UK (an “EEA/UK Investors”), you hereby represent, warrant and acknowledge that you are (A) either (i) an existing investor in the Funds; or (ii) requested (or your representative requested) access to the Website at your (or your representative’s) own initiative and unsolicited by or on behalf of Percheron; and (B) you are a “professional client” within the meaning of Annex II of the Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments (as amended) and all implementing and related legislation, including as implemented in each EEA member state and as implemented and retained by the UK following its departure from the EU. Accordingly, you understand and acknowledge that the interests in the relevant Fund have not been marketed to you pursuant to the AIFMD or AIFM Law, and that consequently you will not have any protections or rights under the AIFMD or AIFM Law.

By clicking “Agree”, you indicate your acceptance of and agreement to be bound by the terms of this agreement.