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Cederberg Capital : Monthly Newsletters

Monthly Newsletters : Terms & Conditions

Legal Statement

The information on this website has been issued and approved for the purpose of section 21 of the Financial Services and Markets Act by Cederberg Capital Limited (Company number 07793176) of 91 Jermyn Street, London, SW1Y 6JB, United Kingdom. Cederberg Capital Limited (referred here as "Cederberg") is a private company authorised and regulated by the Financial Conduct Authority (registration number 775092).

The information contained on our website and email services is being made available for the benefit of the present investors in the Cederberg Greater China Equity Fund and the Cederberg Greater China Equity Master Fund (together referred to as the “Funds”) and such other persons expressly authorised by Cederberg to receive such information, provided that such investors and other persons are not prohibited under the applicable laws of their citizenship, domicile or residence from receiving such information. No other persons are authorised by Cederberg to receive such information.

The Funds are made available by Private Placement Memorandum specified by applicable law only. The Private Placement Memorandum contains important information which you should read carefully before investing.

Notice of Non-Solicitation

The information contained on our website is not intended to constitute an offer or solicitation of any securities to any person, and is not intended for distribution to anyone in any jurisdiction where such distribution is not authorised or to any person to whom it is unlawful to make such distribution. By proceeding to access the Private Placement Memorandum and Subscription Documents for the Funds, users are representing and warranting that the law of the relevant jurisdiction allows them to access such information. This warning is made in addition to the investment warnings and important notices set out in the Private Placement Memorandum. Notwithstanding the foregoing, Cederberg is not obliged to issue Fund Shares to any person and reserves the right, in their absolute discretion, to refuse any application for Fund Shares. Persons in receipt of the information contained herein are therefore required to inform themselves about and observe such restrictions.

The distribution of the information contained on our website and the offering of shares in the Funds is restricted in certain jurisdictions. Except as noted below, no action has been taken to permit either the distribution of this information or the offering of any of the shares of the Funds in any jurisdiction where action would be required for such purpose.

European Economic Area

In each member state (each a "relevant member state") of the European Economic Area that has implemented the EU Directive 2011/61/EU on Alternative Investment Fund Managers ("AIFMD"), the Shares may only be offered to investors in accordance with the local measures implementing the AIFMD (such as where the Fund Memorandum or any supplement provides that the Funds can be offered under the national private placement of the relevant member state), or in any other circumstances permitted by local law of the relevant member state, including at the initiative of the investor. Currently, Cederberg is not permitted to actively market the Funds in the European Economic Area and only approaches by professional investors at their own initiative will be accepted.

United Kingdom

In the United Kingdom the Fund is an unregulated collective investment schemes for UK purposes, the promotion of which in the UK is restricted by sections 21 and 238 of the Financial Services and Markets Act. Further, Cederberg is not permitted to actively market the Funds in the UK and only approaches by eligible investors at their own initiative will be accepted. Our website is not designed, intended nor may it be used as a financial promotion to any person in the UK other than those to whom it may be communicated under the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (FPO) and the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemptions) Order 2001 and Chapter 4.12 of the Financial Conduct Authority’s Conduct of Business Sourcebook and including (i) persons authorised to carry on a regulated activity under FSMA; (ii) persons otherwise having professional experience in matters relating to investments and qualifying as investment professionals under article 19 of the FPO; (iii) persons qualifying as high net worth persons under article 49 of the FPO; (iv) non-retail clients or (iv) any other person to whom our website may be communicated or caused to be communicated. Our website should not be accessed from the United Kingdom by any person other than these types of person. The Funds have not been authorised or recognised by the Financial Conduct Authority and investors will not have the benefit of the Financial Services Compensation Scheme or other protections afforded of the United Kingdom regulatory system.

United States

There will be no public offering of Shares in the United States. The Shares will not generally be available to US Persons unless they are a Permitted US Person that is an "accredited investor" and a "qualified purchaser" as such terms are defined under applicable US federal securities laws.

Terms of Use

This website provides general information for the benefit of the present Investors in the Funds and such other persons expressly authorised by Cederberg to receive such information, provided that such investors and other persons are not prohibited under the applicable laws of their citizenship, domicile or residence from receiving such information. No other persons are authorised by Cederberg to receive such information. It may not be complete and up to date for your purposes. It is not intended as financial advice or as an offer, solicitation or recommendation of securities or other financial products. Only investors with appropriate knowledge and experience to evaluate the applicable merits and risks should consider an investment in the instruments discussed herein. If in doubt, you should obtain independent financial advice that addresses your particular investment objectives, financial situation and needs before making investment decisions. The information and materials contained on this website, including all terms, conditions, and descriptions are subject to change.

Our website is made available to you for your personal use only. Cederberg and its agents will provide you and your authorised users who agree to abide by our terms of use, as amended from time to time, with access to our website. Our terms of use in effect from time to time constitute the agreement between Cederberg, you and any users you have authorised relating to the access to our website. If you and your authorised users are provided with usernames and passwords, then you and your authorised users are solely responsible for protecting those usernames and passwords from disclosure to third parties and are not permitted to avoid the use of required encryption technologies. You must provide current, accurate identification, contact, and other information that may be required as part of the classification and/or registration process and/or continued use of our website. You will be liable for all losses that occur if your usernames or passwords are used to access services whether or not you authorized such use. You agree to discontinue use of our website if requested, for any security reasons cited by Cederberg.

The information provided in any e-mail sent by Cederberg is provided to the recipient only and for the information purposes of the recipient only. Such information is not intended for, may not, without the express consent of Cederberg, be distributed to, and may not be relied upon by, any other party, including without limitation, any advisory or other client of the recipient. Any such information will not constitute and may not be construed as (i) an offer to sell, or an invitation to purchase securities issued by any Fund or (ii) the provision of investment advice. Cederberg reserves the right to refuse service to anyone at any time without notice for any reason.

You agree that you are responsible for your own communications and for any consequences thereof. You agree that you will use our website in compliance with all applicable local, state, national, and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from your country of residence. You shall not, shall not agree to, and shall not authorize or encourage any third party to: (i) use our website to upload, transmit or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as reasonably determined by Cederberg; (ii) upload, transmit or otherwise distribute content that infringes upon another partys intellectual property rights or other proprietary, contractual or fiduciary rights or obligations; (iii) prevent others from using our website; or (iv) use our website for any fraudulent or inappropriate purpose. Violation of any of the foregoing may result in immediate termination of access to our website and/or e-mail services, and may subject you to other legal consequences. Cederberg reserves the right to investigate your use of our website in order to determine whether a violation of our terms of use has occurred or to comply with any applicable law, regulation, legal process or governmental request.

Content

The purpose of this website is only to provide general information or factual information regarding your investment with Cederberg (if applicable). The website does not take into account your particular circumstances, investment objectives or the investment needs of any user. The information in our website or the content provided through e-mail services, including, without limitation, all research, opinions or other content, is not intended to, nor does it, constitute financial, accounting, tax, legal, investment, consulting or other professional advice or services. Before making any decision or taking any action which might affect your personal finances or business you should consult your own professional advisors.

The information and content contained on our website or received through e-mail services is relevant as of the dates expressly stated therein and no implication is being made that there has been no change in such information subsequent to such dates. The information is subject to change without notice.

Changes are periodically made to the information on our website or the content provided through e-mail services and these changes will be incorporated in new editions of our website. Cederberg expressly reserves the right, in its sole and absolute discretion, to alter or amend any criteria or information set out in our website without notice.

Our website may now, or hereafter from time to time contain certain statements or information with respect to the projection of revenues, income, earnings per share, capital expenditures, dividends, capital structure, or other financial items; or the plans, objectives and/or projections of Cederberg for future operations; or future economic performance. Cederberg wishes to caution you that such projections are only predictions and that actual events or results may differ materially. Cederberg is an active manager and any statement that relates to a specific issuer should not be treated as a representation that Cederberg is pursuing any particular trading strategy. In particular, where the website or the content received through e-mail services provides commentary on securities, financial instruments, indices, financial products or indicators, or economic conditions, it is done in the context of investment decisions for the Funds. It is not intended to be, and it should not be construed as, a recommendation to (or not to) deal in the particular security, index or financial instrument. Cederberg may be buying or selling any securities or other financial instrument discussed.

The Use of Cookies

We use cookies and similar tools on our website to improve its performance and enhance user experience. Cookies are small text files which a website may put on your computer when you first visit a site or page. The cookie will help our website to recognise your device the next time you visit, thus improving your experience of our website. We use the term "cookies" in this policy to refer to all files that collect information in this way.

Disclaimer

Our website, content provided through e-mail services and the information contained therein are provided "as is" and your use of our website and the information contained therein is entirely at your own risk. You accept that investments to which the content of this website relate may expose you to a significant risk of losing all of your capital invested. You assume full responsibility and risk of loss for the investment decisions, results obtained, regulatory reports and statements produced using our website and the information contained therein, including your account information. Neither Cederberg, its affiliated companies, holding companies, subsidiaries or subsidiaries of its holding companies, or their shareholders, agents, consultants, officers, directors or employees (“Cederberg Group”) will be liable for any damages whatsoever relating to the use of our website or the information contained therein, including, without limitation any direct, indirect, special, incidental, consequential or punitive damages, whether in an action arising out of contract, statute, wrongful conduct or otherwise.

Cederberg expressly disclaims all implied warranties, including, without limitation, warranties of merchantability, title, fitness for a purpose, non-infringement, compatibility, security and accuracy. Any warranty implied by law is hereby excluded except to the extent such exclusion would be unlawful. Cederberg disclaims all liability from the availability, timeliness, security or reliability of our website, e-mail services and the information contained therein. Cederberg will not be responsible or liable for the exercise or non-exercise of its rights under these terms.

Without limiting the generality of the foregoing: (i) Cederberg does not warrant that our website, the content provided through e-mail services or information contained therein will be error-free or will meet any particular criteria of accuracy, completeness or reliability of information, performance or quality; and (ii) while Cederberg has taken reasonable measures to ensure the integrity of our website, the content provided through e-mail services and the information contained therein, no warranty, whether express or implied is given that any files, downloads or applications available via our website are free of viruses, trojans, time-locks or any other data or code that has the ability to corrupt or affect the operation of your system.

Modification of terms of Use

Cederberg reserves the right to suspend, terminate or modify our website, e-mail services or these terms of use at any time without notice. Any changes to the Terms of Use will appear in this document, which you can access at any time by selecting the "Legal Statement" hyperlink displayed on our website. Your usage of our website after the changed terms of use have been posted, will constitute your acceptance of the changed terms of use.

Ownership & Copyright

Cederberg maintains all copyrights in the text, graphic images and logos contained in this website. You may download or print hard copy of individual pages and/or sections of the Cederberg website provided you do not remove any copyright or other proprietary notices. Any download or copy from the Cederberg website will not transfer title to any software or material from Cederberg. You may not reproduce (in whole or in part), transmit (by electronic means or otherwise), modify, link into or use for any public or commercial purpose the Cederberg website without Cederberg ’s prior written consent.

Without derogating from the foregoing, Cederberg hereby authorises you to view, copy, download to a local drive, print and distribute the content of our website, or any part thereof, provided that: (i) such content is used for your information purposes only; (ii) such content is used for non-commercial purposes and you and your authorised users are expressly prohibited from incorporating any material of Cederberg proprietary material from our website or provided through e-mail services in any other work, publication or website either of your own or belonging to any third party; and (iii) any reproduction of Cederberg proprietary material from our website or portion thereof must include this notice in its entirety.

Third Party Sites

The Cederberg website may contain external links to third party websites for your convenience. Cederberg makes no representation or endorsement as to their content. Your use of or reliance on any external links provided is at your own risk.

Confidentiality and Information Security

Cederberg subscribes to internationally recognised standards of personal privacy protection, complying with the requirement of the Data Protection (UK) Law. Please refer to .gov website here for further details and guidance. We are committed to protecting the security of your personal information. Even though we have taken significant steps to ensure that your personal information is not misused, you should know that we cannot fully eliminate security risks associated with personal information.

To provide its services to users, Cederberg shall process any personal data it holds in accordance with applicable data protection legislation and may use agents and other third-parties in the UK and elsewhere to hold or process personal data or other confidential information. As a user and party to these terms you provide your express consent to the transfer, holding and processing of such personal data and other confidential information in this way. Cederberg does not sell, rent, loan, trade or lease any personal information collected, including application forms, financial data or email addresses.

Cederberg will disclose otherwise confidential personal data and confidential information if it is compelled to do so by laws and regulations applicable to it and/or its agents, and whether in the UK or elsewhere.

Sources

"MSCI" is a trademark of MSCI Inc. and is used by Cederberg Group under licence. The MSCI information (1) may not be redistributed or used as a component of a financial product or index; (2) does not constitute investment advice; and (3) is provided on an "as is" basis with each of its users assuming the risk of his/her use. MSCI and related parties expressly disclaim all warranties (including, without limitation, any warranties of originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose) with respect to this information. None of those parties shall have any liability for any damages (whether direct or otherwise).

Transmission of Information

Your attention is drawn to the fact that information transmitted via the Internet, including without limitation e-mail, is susceptible to monitoring and interception. Cederberg disclaims any liability for the interception or monitoring of, or access to, such information by any person. Cederberg requests that no unsolicited confidential or proprietary information be sent to Cederberg. Any such unsolicited information or material sent to Cederberg will be deemed not to be confidential, unless otherwise agreed in writing by Cederberg.

Your Account

Adding your investment account to your user profile or requesting account information constitutes and shall be deemed to be an acceptance of the following terms:

You and your authorised users agree to observe the remote access operating standards and procedures and username or other password control requirements and other security procedures as may be issued from time to time by Cederberg for you to access your account.

You and your authorised users are exclusively responsible for maintaining the confidentiality of your Cederberg user profile, password, account numbers and any other personal or security information required to access your account.

The linking of your account information to your user profile on our website will involve the transmission and storage of personal or security data including account numbers and personal identification numbers. You agree to notify Cederberg without delay if you have reason to believe that others may have gained unauthorised access to your personal user profile or other personal data. For more information please see the Privacy Policy.

We will presume any person that possess the required information to pass through all security measures to be you or your authorised representative. You agree that all information that you may provide to us and the Fund Administrator is complete and true and the telephone number and e-mail address at which you may be reached to discuss any correspondence submitted to us via our website or by email is valid and current. You also agree to advise us promptly of any changes in your personal information.

The Funds Administrator, Charter Group Fund Administration, is the initial source of most of your account information provided on our website. This information is input into a Cederberg database and accessed from that database for use by our website. Other information is developed by Cederberg. There may be periods when your account information is inaccessible, or when delays, omissions or inaccuracies occur in your account information provided on our website. You agree to advise us promptly if you are aware of any discrepancies in the information we hold for you.

You agree to use your user profile information only in connection with the proper purposes of our Terms of Use. You will not, and will cause your authorised users not to: (i) permit any third party to use our website to access your account; (ii) sell, rent, license or otherwise use your account information on our website in the operation of a service bureau or for any purpose other than as expressly authorised; (iii) use your account information on our website for any other fund, trust or other investment vehicle without the prior written consent of Cederberg ; or (iv) allow or cause any information transmitted from Cederberg databases, including data from third party sources, available through use of our website, to be published, redistributed or retransmitted for other than use for or on behalf of yourself, as a member of Cederberg .

General Provisions

Any views expressed reflect the current views of Cederberg and do not necessarily represent the view of any other members of the Cederberg Group. The views expressed may change without notice or liability.

Cederberg maintains the highest possible professional standards in its dealings with clients and complies with, and expects its clients to comply with, all relevant laws including those relating to money laundering.

Cederberg and/or its appointed agents reserve the right to record telephone conversations. Access to records is highly restrictive.

You and your authorised users may not assign or delegate any of your rights or obligations under our terms of use without the prior written consent of Cederberg, which consent may be withheld in its absolute and sole discretion. Any purported assignment or delegation without such consent shall be null and void. Nothing in this Agreement shall be deemed to confer any third party rights or benefits.

These terms of use, your rights and obligations, and all actions contemplated by these terms of use (and any non-contractual obligations arising out of or in connection with them), shall be governed by the laws of England and Wales, as if these terms of use were a contract wholly entered into and wholly performed within this jurisdiction.

If any provision in these terms of use is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect. Correspondence in relation to Cederberg’s business can be addressed to:

Cederberg Capital Limited, 91 Jermyn Street, London, SW1Y 6JB, United Kingdom or email us at ir@cederbergcap.com


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