Accredited Investor Confirmation
The information you are trying to access is restricted to Accredited Investors. By accessing this information, you are confirming that you are an Accredited Investor as defined in terms of Rule 501 of Regulation D of the United States Securities and Exchange Commission (generally an Accredited Investor is one whose net worth is at least $1 million, or whose personal income is at least $200,000 a year). You also confirm that you have read, understand and agree to the following:
By accessing this information, you further agree not to copy, distribute, discuss or otherwise disclose the information that follows or the contents hereof (including the potential investment opportunity described) or any other related information provided by Spring Sciences Australia PTY LTD, Spring Sciences Management, LLC or any affiliates of the Spring Sciences Group (“Spring Sciences”), or by their agents to any person other than employees of the recipient evaluating this potential investment opportunity on the recipient’s behalf without the prior written consent of Spring Sciences.
Under no circumstances is this information to be used or considered as an offer to sell, or a solicitation of an offer to buy, any security or other interest in Spring Sciences. This information is presented solely for purposes of discussion to assist prospective investors in determining whether they have a preliminary interest in the investment opportunity described herein. Potential investors must confirm to Spring Sciences that they meet the requirements of being “Accredited Investors”, must read the applicable Offering Memorandum eventually delivered by Spring Sciences, including its disclosures and description of risk factors applicable to an investment, and the disclosures provided in an eventual Subscription Agreement. Nothing contained in this information shall be deemed to be binding against, or to create any obligations or commitment on the part of, any potential investor or Spring Sciences. Spring Sciences reserves the right, in their sole and absolute discretion with or without notice, to alter the terms or conditions of this information and/or to alter or terminate the potential investment opportunity described herein and in the eventual Offering Memorandum and Subscription Agreement. Potential investors are not to construe this Information as investment, legal or tax advice. Prior to making any potential investment, potential investors should consult with their own legal, investment, accounting, regulatory, tax and other advisors to determine the consequences of the potential investment opportunity described herein and to arrive at an independent evaluation of such potential investment opportunity. Offers and sales of interests will not be registered under the laws of any jurisdiction and will be made solely to qualified investors under all applicable laws.
While the information contained herein has been obtained from various sources which Spring Sciences believes, but does not guarantee, to be reliable, Spring Sciences does not represent that it is accurate or complete and it should not be relied upon as such. No person has been authorized to give any information or make any representation or warranty regarding the subject matter hereof, either express or implied, and, if given or made in this Presentation, in other materials or verbally, such information, representation or warranty cannot and should not be relied upon nor is any representation or warranty made as to the accuracy, content, suitability or completeness of the information, analysis or conclusions or any information furnished in connection herewith contained in this information and it is not to be relied upon as a substitute for independent review of the underlying documents, available due diligence information and such other information as prospective investors may deem appropriate or prudent to review. Spring Sciences, its agents, their respective affiliates, and each of their respective shareholders, members, officers, directors, managers, employees, counsel, advisors, consultants and agents (“Representatives”), expressly disclaim any and all liability for express or implied representations or warranties that may be contained in, or for omissions from or inaccuracies in, this information or any other oral or written communication transmitted or made available to a prospective investor or its Representatives. Without limiting the generality of the foregoing, nothing contained herein is or shall be relied upon as a promise or representation as to any matter, including, without limitation, the future performance of the potential investment opportunity described herein. None of Spring Sciences, its agents, or their respective Representatives is under any obligation to correct any inaccuracies or omissions in this information. Each prospective investor will have the sole responsibility for verifying the accuracy of all information furnished in this information and in any other due diligence information furnished to a prospective investor, and each prospective investor shall have the sole responsibility for determining the value of the potential investment based on assumptions said prospective investor believes to be reasonable. There shall be no recourse against Spring Sciences or any of their Representatives in the event of any errors or omissions in the information furnished, the methodology used, the calculations of values or conclusions. Without limiting the generality of the foregoing, any historical information or information based on past performance included herein is for informational purposes only, has inherent limitations and is not intended to be a representation, warranty or guarantee of future performance. All of the information presented herein is subject to change without notice. Actual returns to potential investors may be lower than the figures shown herein. Projected performance data shown constitutes “forward-looking information” which is based on numerous assumptions and is speculative in nature. Actual results may vary significantly from the values and rates of return projected herein. There can no assurance that Spring Sciences will realize its rate of return objectives or return of investors’ capital. Potential investors should have the financial ability and willingness to accept the risks (including without limitation the risk of loss and lack of liquidity) characteristic of investments in entities such as described herein.
An investment will not be appropriate for all investors. Investments will involve a high degree of risk and are intended for sale only to sophisticated investors who are capable of understanding and assuming the risks involved. Investors may lose all or substantially all of their investment. An investment will be illiquid. No secondary market exists for the interests described herein and none is expected to develop. Any investor interested in purchasing an interest as described herein must be prepared to hold such interest until the dissolution of the applicable vehicle. The interests described herein have not been registered under the US Securities Act of 1933, As Amended (the “Securities Act”), or the applicable securities laws of any US. state or any non-US jurisdiction, and are being offered and sold in reliance on exemptions from the registration requirements of the Securities Act and any such applicable laws. Interests herein have not been approved or disapproved by the US Securities and Exchange Commission or by the Securities Regulatory Authority of any State or any other relevant jurisdiction, nor has any other authority or commission passed upon the accuracy or adequacy of this information. Any representation to the contrary is unlawful.
If you confirm that you have read, understand, and agree to all of the above, proceed to the following page for a Information Request Form: