Terms & Conditions

TERMS & CONDITIONS

Terms and Conditions Regarding Your Use of This Website

Thank you for visiting the MEDFIN Ltd. (“MEDFIN”) website (the “Website”). By accessing the Website, you signify your acceptance of all of our terms and conditions and our privacy policy detailed below, and otherwise contained on or referenced on the Website (such terms and conditions, this “Agreement”) whether or not you register as a member on the Website. This Agreement is an electronic contract that sets out the legally binding terms of your use of the Website. If you do not agree to this Agreement, you are not authorized to and should not access or use the Website. We reserve the right to modify this Agreement at any time. All amended terms automatically take effect 10 days after they are initially posted on this site. Your use of the Website following the effective date of any modifications to this Agreement will constitute your acceptance of the Agreement, as modified. You agree that notice on the Website of modifications is adequate notice. MEDFIN may also offer other services from time to time that are governed by different or additional terms and conditions.

Representations

You hereby represent and warrant that: (a) prior to using the Website, you have read, understood and agreed to be bound by this Agreement; (b) you have the power, competence and authority to accept this Agreement; and (c) you are at least eighteen (18) years old. You further covenant that: (a) you shall not use any rights granted hereunder for any unlawful purpose; (b) you shall use the Website only as set forth in this Agreement; (c) your use of the Website will be in compliance with all applicable international, federal, state, and local laws; and (d) you will not interfere with or disrupt the Website or networks connected to the Website. Other representations and warranties by you are referred to elsewhere in this Agreement.

Not an Offer or Solicitation of an Offer to Buy or Sell Securities; and Not Providing Investment Advice

This Website and the Materials (defined below) contained therein are for informational purposes only. They have not been personalized or tailored to any particular user’s investment objectives or financial situation and the securities, financial instruments, investment products and trading strategies discussed may not be suitable for you. None of the information contained on the Website constitutes an offer to buy or the solicitation of any offer to sell any security or other financial instrument or investment product or to participate in any particular trading strategy. MEDFIN does not provide legal, tax, accounting or investment advice, nor does it make any representation regarding the suitability or profitability of any security, financial instrument, investment product or trading strategy. Nothing on the Website should be construed to be a recommendation regarding the investment merits of any company identified on the Website, or an endorsement by MEDFIN or any such company. MEDFIN does not offer securities or brokerage services. Applications that provide securities and brokerage services are offered by broker-dealers that are responsible for the content and operation of those applications. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC SECURITY, INDEX, REPORT, OPINION, ADVICE OR OTHER MATERIALS CONTAINED ON THE WEBSITE

Electronic Communications

When you visit this Website or send e-mails to us, you are communicating with us electronically (such as visits or e-mails, “Communications”). You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

Your Interactions with Other Members

You are solely responsible for your interactions with other visitors to our Website. MEDFIN makes no representations or warranties as to the conduct of visitors and users of the Website or their compatibility with any current or future visitors. In no event shall MEDFIN be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the Website, including without limitation, bodily injury, emotional distress, and/or any other damages resulting from communications or meetings with other users of the Website or persons you meet through the Website.

Communication Monitoring by MEDFIN

MEDFIN, its affiliates, and agents are entitled, and in some situations obligated, to retain your Communications. We may monitor your Communications to evaluate the quality of service you receive, your compliance with this Agreement, the security of the services provided by MEDFIN on the Website, and for other reasons. You hereby agree that these monitoring activities do not and will not entitle you to any cause of action or other rights with respect to the manner in which MEDFIN monitors your Communications.

Content Posted by You on the Website

You are solely responsible for any content that you publish or display (hereinafter, “post”) on the Website, or transmit to other visitors to the Website. You will not post on the Website, or transmit to other visitors, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually-oriented, threatening, harassing, racially offensive, or illegal material, or any material that infringes or violates another party’s rights. You will not provide inaccurate, misleading or false information to MEDFIN or to any other visitor or user. If the information provided to MEDFIN, or another visitor to the Website subsequently becomes inaccurate, misleading or false, you will promptly notify MEDFIN of such change. You understand and agree that MEDFIN may review and delete any content, messages, double-blind emails, videos, photos or profiles (collectively, “Content”), in each case in whole or in part, that in the sole judgment of MEDFIN violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of other visitors of the Website. By posting Content to MEDFIN, you automatically grant, and you represent and warrant that you have the right to grant, to MEDFIN, its licensees and successors, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information, and content, and to grant and authorize sublicenses of the foregoing. You further represent and warrant that public posting and use of your content by MEDFIN will not infringe or violate the rights of any third-party. MEDFIN reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Website and terminating the access to the Website of such violators. The following is a partial list of the kind of Content that is illegal or prohibited on the Website. It includes, but is not limited to, Content that: is patently offensive to the online community, such

  1. as Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  2. harasses or advocates harassment of another person;
  3. involves the transmission of “junk mail”, “chain letters,” or unsolicited mass mailing or “spamming”;
  4. promotes information that you know is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
  5. promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed; copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
  6. contains restricted or password-only access pages, or hidden pages or images;
  7. provides material that exploits any person, or induces anyone to provide personal information under false pretences;
  8. provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses;
  9. solicits passwords or personal identifying information for commercial or unlawful purposes from other users; and
  10. engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes.

Your use of the Website, including but not limited to the Content you post on the Website, must be in accordance with any and all MEDFIN rules and requirements as well as applicable laws and regulations. You may provide identifying information about yourself on this Website within the requirements of these terms of use. You may not transmit any chain letters or junk email to other visitors to the Website. Although MEDFIN cannot monitor the conduct of the visitors to its Website off of the Website, it is also a violation of this Agreement to use any information obtained from Key Acquisition, the Website in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to any visitor without their prior explicit consent. All information you provide must be accurate, current and complete.

Intellectual Property Rights

This Website, as well as the design of, content, text, and “look and feel,” including, but not limited to real-time and other information, photographs, images, audio and video and graphics contained on, available on or through the Website (“Materials”) are protected by copyright, trademark, service mark, patent, trade secret or other proprietary rights and laws of the United States and other countries. Unauthorized use of this Website and the Materials, including, but not limited to copying (e.g., screenshots) and/or reproducing (e.g., publishing on another website) any of the Materials, is prohibited. MEDFIN will enforce its intellectual property rights, including applicable copyright, trademark, patent, trade secret or other intellectual property laws or other laws against infringers. The copyrights, trademarks, service marks, trade secrets, and other Materials are registered and/or common law copyrights, trademarks, service marks, trade secrets and proprietary material of MEDFIN and various third parties. Nothing on this Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of the Materials without the express written consent of MEDFIN or such other party as may own the proprietary rights, which consent may be withheld, delayed or conditioned in MEDFIN’s sole and absolute discretion.

Copyright Notice

The Materials are owned, licensed or controlled by MEDFIN or third parties. Other than in connection with the utilization of the services offered on the Website, any use of the Materials contained or provided through the Website is strictly prohibited. Notwithstanding the foregoing, you may view, print and download a single, unaltered, permanent copy or one temporary copy in a single computer’s memory of the Materials for your personal, noncommercial use, provided that you maintain all copyright, trademark and other notices contained on the Materials. You may not otherwise copy, reproduce, alter, store, either in hard copy or in an electronic retrieval system-license, transmit, display, broadcast, create a derivative work from, publish, rent, sublicense, distribute or otherwise use in whole or in part in any other manner the Materials without our prior written consent, which consent may be withheld, delayed and conditioned in our sole and absolute discretion. Requests for such consent must be made in writing to MEDFIN. You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, service marks or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. Without limiting the foregoing, if you believe that your work has been copied and posted on the Website in a way that constitutes copyright infringement, please provide our Copyright Agent, with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Website; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. MEDFIN Copyright Agent for notice of claims of copyright infringement can be reached as follows: MEDFIN Ltd / 20-22 Wenlock Road, London, England, N1 7GU, Attn: Business Operations. In an effort to protect the rights of copyright owners, MEDFIN maintains a policy for the termination in appropriate circumstances of subscribers and account holders of the Website who are repeat infringers.

Access Terms

You agree that you will not:

  • Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Website or any portion of the Website, without Key Acquisition’s permission;
  • Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Website, other than the search engines and search agents available through MEDFIN and other than generally available third-party web browsers (such as Microsoft Explorer);
  • Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Website; or
  • Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Website.

Disclaimers

DUE TO THE NUMBER OF SOURCES FROM WHICH THE MATERIALS ON THE WEBSITE ARE OBTAINED, AND THE INHERENT HAZARDS OF ELECTRONIC DISTRIBUTION, THERE MAY BE DELAYS, OMISSIONS, ERRORS OR INACCURACIES IN THE MATERIALS, AND ALTHOUGH THE MATERIALS PROVIDED ON THE WEBSITE HAVE BEEN OBTAINED FROM SOURCES BELIEVED TO BE RELIABLE, THEY ARE PROVIDED TO YOU ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. KEY ACQUISITION, ITS AFFILIATES, SUBSIDIARIES, AND THEIR AGENTS DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY DISCLAIM WITH RESPECT TO THIS WEBSITE, AND THE MATERIALS, ALL REPRESENTATIONS, AND WARRANTIES, EITHER EXPRESSED, IMPLIED, OR STATUTORY TO YOU AND/OR ANY THIRD-PARTY, INCLUDING, BUT NOT LIMITED, TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TIMELINESS, COMPLETENESS, CURRENTNESS, RELIABILITY, NON-INFRINGEMENT, OR ANY REPRESENTATIONS OR WARRANTIES ARISING FROM USAGE OR CUSTOM OR TRADE OR BY OPERATION OF LAW. ACCORDINGLY, IN NO EVENT SHALL KEY ACQUISITION, ITS AFFILIATES, SUBSIDIARIES AND ALL OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, LICENSEES, AND THEIR RESPECTIVE ASSIGNS (COLLECTIVELY, THE “PROTECTED PARTIES”) BE RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, LOST PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, WHETHER OR NOT KEY ACQUISITION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES FOR (i) ANY ERRORS OR OMISSIONS IN THE MATERIALS OR OTHER RESOURCES AND DOCUMENTS WHICH ARE REFERENCED BY OR LINKED TO THE MATERIALS; (ii) ANY DELAYS, ERRORS OR INTERRUPTIONS IN THE TRANSMISSION OF ANY INFORMATION; OR (iii) LOSS OR DAMAGE ARISING THEREFROM OR OCCASIONED THEREBY, OR BY ANY REASON OF NON PERFORMANCE. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER A CLAIM ARISES IN CONTRACT, STATUTE, TORT, NEGLIGENCE, OR OTHERWISE.

Because some countries prohibit the limitation of liability for consequential or incidental damages, in such countries the limitation of liability only with respect to consequential or incidental damages may not apply to you, and the respective liability of the Protected Parties is limited to the greatest extent allowable under applicable law in those states. In the event that a court or arbitration panel, as the case may be, should hold that the limitations of liabilities or remedies available as set forth in this Agreement, or any portions thereof, are unenforceable for any reason, then you expressly agree that under no circumstances will the total, aggregate liability of the Protected Parties to you or any party claiming by or through you for any cause whatsoever exceed the euro amount of fees and other charges actually paid by you to MEDFIN during the 12 months preceding such claim by or through you, regardless of the form of action and whether in contract, statute, tort, negligence, strict liability or otherwise. The limitations of liability set forth above shall survive beyond any termination of this Agreement.

Links to Third-Party Sites

This Website may contain links to certain websites developed, sponsored or maintained by third parties. Should you leave this Website via a link contained herein, the content you view therein is not provided or controlled by MEDFIN. MEDFIN is not responsible for that content, nor has it developed, checked for accuracy or otherwise reviewed the content or privacy policy of any such third-party websites. By providing access to the linked websites, MEDFIN is not recommending the purpose of or endorsing the services provided by the sponsoring organization of those websites. MEDFIN makes no guarantees, representations or warranties as to, and shall have no liability for, any electronic content delivered by any third-party, including, without limitation, the accuracy, subject matter, quality or timeliness of any electronic content, or the use of any personal information you provide to any such website. MEDFIN reserves the right in its sole and absolute discretion to discontinue links to any other sites at any time and for any reason. MEDFIN provides links to other websites solely as a convenience to its users, and the inclusion of any link does not imply endorsement by MEDFIN of the third-party or the third-party’s website or any endorsement by the third-party of MEDFIN. Your use of such links is entirely at your own risk. MEDFIN reserves the right to disable any unauthorized links or frames and disclaims any responsibility for the content available on any other site reached by links to or from this Website.

Blocking of IP Addresses

In order to protect the integrity of the Website, MEDFIN reserves the right at any time in its sole and absolute discretion to block persons from certain IP addresses from accessing the Website.

Choice of Law

This Agreement shall be governed by and construed in accordance with the laws of the UNITED KINGDOM, without regard to conflicts of laws provisions. Sole and exclusive jurisdiction for any action or proceeding arising out of or related to this Agreement shall be in an appropriate court located in the UNITED KINGDOM and the parties unconditionally waive their respective rights to a jury trial. Any cause of action you may have with respect to your use of this website must be commenced within one (1) year after the claim or cause of action arises. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Agreement, and the remainder of this Agreement shall continue in full force and effect. A printed version of this Agreement shall be admissible in judicial or administrative proceedings.

Indemnity by You

You agree to indemnify and hold the Protected Parties harmless from and against any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Website in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above.

No Third-Party Beneficiaries

You agree that, except for the Protected Parties, or as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this Agreement.

Termination

Either you or MEDFIN may terminate this Agreement with or without cause at any time and effective immediately. You may terminate this Agreement by discontinuing your use of the Website and by destroying all materials obtained from the Website. This Agreement will terminate upon ten days’ notice from MEDFIN if MEDFIN determines that you are not in compliance with any provision of this Agreement and have failed to cure the same to MEDFIN’s satisfaction. During and after the term of this Agreement, we reserve the right to seek all remedies available at law and in equity for your violation of this Agreement. Accordingly, those provisions that would normally survive termination shall survive, including, but not limited to those provisions relating to Intellectual Property Rights, Indemnity, and Disclaimers. Upon termination by you or upon notice of termination by us, you must destroy promptly all Materials obtained from the Website.

Severability

If any provision of this Agreement is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of this Agreement will remain in force.

Entire Agreement

This Agreement constitutes the entire agreement between you and MEDFIN with respect to your access and use of the Website.

Forward-Looking Statements Disclaimer

The material in this website has been prepared by Listing Companies on the MEDFIN and is general background information about Listing Companies’ activities and Investment Offerings. The material is current at the date of viewing this Website. The information is given in a summary form and does not purport to be complete. Information on this website, including forecast financial information, should not be considered as advice or a recommendation to investors or potential investors in relation to holding, purchasing or selling securities or other financial products or instruments and does not take into account your particular investment objectives, financial situation or needs. Before acting on any information you should consider the appropriateness of the information having regard to these matters, any relevant offer document and in particular, you should seek independent financial advice. All securities and financial products or instrument transactions involve risks, which include (among others) the risk of adverse or unanticipated market, financial or political developments, illiquidity and, in international transactions, currency risk.

This Website may contain forward-looking statements including statements regarding Listing Companies’ intent, belief or current expectations with respect to the Listing Companies’ respective businesses and operations, market conditions, results of operation and financial condition, capital adequacy, specific provisions, and risk management practices. Readers are cautioned not to place undue reliance on these forward-looking statements. MEDFIN does not undertake any obligation to publicly release the result of any revisions to these forward-looking statements to reflect events or circumstances after the date hereof to reflect the occurrence of unanticipated events. While due care has been used in the preparation of forecast information, actual results may vary in a materially positive or negative manner. Forecasts and hypothetical examples are subject to uncertainty and contingencies outside Listing Companies’ control. Past performance is not a reliable indication of future performance.

NOTHING IN THIS SITE CONSTITUTES AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY AN INTEREST IN ANY INVESTMENT OFFERING LISTED ON MEDFIN.