Ferrell Asset Management Pte. Ltd. ("Ferrell") (Company Registration No. 199500892N) holds a Capital Markets Services Licence issued by the Monetary Authority of Singapore pursuant to the Securities and Futures Act (Chapter 289) of Singapore ("SFA") for the provision of fund management services to individuals and corporations who are Accredited Investors (as defined below).
This website www.fundplaces.com ("Website" or "FundPlaces") is an online client platform of Ferrell :
- for :
- showcasing of investment opportunities shortlisted by Ferrell to, and dissemination of information relating to these investment opportunities to, prospective investors who are Accredited Investors (as defined below); and
- such investors to review information in respect of such investment opportunities listed on FundPlaces; and
- such investors to indicate interest to invest in such investment opportunities, and thereafter to invest subject to definitive investment documentation being entered into by such investors,
(collectively, the "Service").
A prospective investor will be able to access definitive investment documentation on, and invest in, investment opportunities showcased on this Website only if such investor is an existing fund management client ("Ferrell Client") of Ferrell, or if not an existing Ferrell Client, is accepted by Ferrell as a Ferrell Client.
Section A : General
- For avoidance of doubt, "User" and "you" shall be deemed to include any business or other entity on behalf of which this Website or Service is accessed by any other User.
Section B : Restricted Access
- Access to this Website is restricted to :
- Accredited Investors (as defined below) who are existing Ferrell Clients or prospective Ferrell Clients, and who are seeking access to or have signed for access to this Website in the capacity of "Accredited Investor"; and
- investees of investment opportunities (or promoters thereof) shortlisted and showcased by Ferrell on this Website or seeking to be shortlisted and showcased by Ferrell on this Website, and who are seeking access to or have signed up for access to this Website in the capacity of "Developer".
- an individual whose net personal assets exceeds Singapore Dollars 2 million (or equivalent in foreign currency);
- an individual whose income in preceding 12 months is not less than Singapore Dollars 300,000 (or equivalent in foreign currency); or
- a corporation with net assets exceeding Singapore Dollars 10 million in value (or its equivalent in foreign currency) or such other amount as the Authority may prescribe, in place of the first amount, as determined by:
- the most recent audited balance-sheet of the corporation; or
- where the corporation is not required to prepare audited accounts regularly, a balance sheet of the corporation certified by the corporation as giving a true and fair view of the state of affairs of the corporation
- the trustee of a trust of which all property and rights of any kind whatsoever held on trust for the beneficiaries of the trust exceed $10 million in value (or its equivalent in a foreign currency);
- an entity (other than a corporation) with net assets exceeding $10 million in value (or its equivalent in a foreign currency);
- a partnership (other than a limited liability partnership within the meaning of the Limited Liability Partnerships Act 2005 (Act 5 of 2005)) in which each partner is an Accredited Investor; and
- a corporation, the sole business of which is to hold investments and the entire share capital of which is owned by one or more persons, each of whom is an Accredited Investor.
- Where requested by Ferrell, you shall provide information and documentation to Ferrell that proves you are an Accredited Investor. Your failure to provide any or satisfactory information and documentation requested by Ferrell to confirm your status as an Accredited Investor will also entitle Ferrell to immediately discontinue your use of the Service and this Website.
- Ferrell, in its sole and absolute discretion, believe or determine that you are not an Accredited Investor; or
- you are a Ferrell Client and you client relationship with Ferrell should cease.
- You will be able to access definitive investment documentation on, and invest in, investment opportunities showcased on this Website only if you are a Ferrell Client.
Section C : Restricted Securities Offering
- Any offer of securities comprised in or relating to any investment product showcased on this Website have not been registered under the SFA, but will be made in reliance on Section 275 of the SFA entitled "Offer made to accredited investors and certain other persons" as such offer is intended and will be restricted to Accredited Investors only.
- No offer of securities is intended or will be made pursuant to this Website. Instead, an offer of securities is intended and will only be made pursuant to definitive investment documentation to be entered into between Ferrell, you and/or the relevant investees.
- Users resident outside Singapore are allowed access to the investment opportunities showcased on this Site and information relating thereto only if such access does not violate the laws of their country of residence.
- The Service and this Website that relate to access to or the viewing of the investment opportunities or the securities that will be offered in respect of such investment opportunities may not be used by any person or entity in any jurisdiction where the provision or use thereof would be contrary to applicable laws, rules or regulations of any governmental authority or where Ferrell is not authorised to provide such information or services.
- Ferrell is entitled immediately discontinue your use of the Service and/or this Website if, in its sole and absolute discretion, it is of the opinion that your use of the Service and/or this Website would contravene applicable laws, rules or regulations of any governmental authority or if Ferrell is not authorised to provide you use of the Service and/or this Website.
Section D : Limitations
- Securities to the extent offered to you for investment in respect of investment opportunities showcased on this Website are not publicly traded, and are therefore illiquid. The Monetary Authority of Singapore has not approved, passed upon or endorsed the merits of any of such securities.
- Information in respect of the investment opportunities presented on this Website ("Investment Information") has been prepared without reference to you as a User or any particular User's investment requirements or financial situation and is not intended to be and does not constitute financial advice or recommendation or any other form of advice.
- Investment Information is provided purely for informational purposes only and does not purport to be any express or implied warranty of any kind, including warranties of accuracy, completeness or fitness for any particular purpose. Users are encouraged to consult with your appointed Client adviser at Ferrell, professional tax, legal and financial advisors before making any investment.
- No offer is made or purported to be made pursuant to the Investment Information. Instead, an offer of securities is intended and will only be made pursuant to definitive investment documentation to be entered into between Ferrell, you and/or the relevant investees.
Section E : Intellectual Property Rights
- All content on this Website, including but not limited to designs, text, graphics, pictures, video, information, software, music, sound and other files, and their selection and arrangement (the "Website Content"), are the proprietary property of Ferrell with all rights reserved. Save as provided below, no WebSite Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without Ferrell's prior written permission.
- Users are granted a limited licence to access and use this Website and to download or print a copy of any portion of this Website Content solely for your use in connection with your use of this Website or Service, provided that you keep all copyright or other proprietary notices intact. Except for your own User Content (as defined below), you may not republish Website Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of this Website Content is strictly prohibited.
- You may review personal information posted by or relating to other Users on this Website, but you are not authorised to disclose such information for any purpose. You may not reproduce any personal information.
- Further, you represent, warrant and undertake that you:
- do not have the ability to match any personal information posted by or relating to other Users to the identity of any individual;
- will not make any attempt to obtain data permitting you to match any personal information posted by or relating to other Users to the identity of any individual;
- will not accept any information from any third party that permits such a match; and
- will make no such match.
Section F : User Representations, Warranties and Undertakings
You represent, warrant and undertake to Ferrell:
- that no materials of any kind submitted through your account or otherwise posted or shared by you through the Service will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libelous, defamatory or otherwise unlawful material;
- not to harvest or collect email addresses or other contact information of Users from the Service or this Website by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
- not to use automated scripts to collect information from the Service or this Website or for any other purpose;
- not to use the Service or this Website in any unlawful manner, for any purpose prohibited by any law or regulation, or in any other manner that could damage, disable, overburden or impair this Website;
- not to use the Service or this Website to:
- upload, post, transmit, share, store or otherwise make available any content that Ferrell deems to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;
- except where authorised by Ferrell, register for more than one User account, register for a User account on behalf of an individual or corporation (as the case maybe) other than yourself, operate a User account on behalf of or for the benefit of any person who is not eligible to register for or operate a User account in their own name, or register for a User account on behalf of any group or entity;
- impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age or your affiliation with or authority to act on behalf of any person or entity;
- upload, post, transmit, share or otherwise make available any unsolicited or unauthorised advertising, solicitations, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
- upload, post, transmit, share, store or otherwise make publicly available on this Website any private information of any third party, including, without limitation, addresses, phone numbers, email addresses, identification/registration numbers, business operations and credit card numbers;
- solicit personal information from any natural person under 18 or solicit passwords or personally identifying information for commercial or unlawful purposes from any User;
- upload, post, transmit, share or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; intimidate or harass another User;
- upload, post, transmit, share, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any relevant laws;
- use or attempt to use another's account, service or system without authorisation from that person and Ferrell, or create a false identity on the Service or this Website; or
- upload, post, transmit, share, store or otherwise make available content that, in the sole judgment of Ferrell, is objectionable or which restricts or inhibits any other person from using or enjoying this Website, or which may expose Ferrell or its Users to any harm or liability of any type.
- In respect of Users which are corporations, such User warrants, represents and undertakes that:
- such User is in good standing in such jurisdiction in which such User is registered, incorporated or constituted;
- such User is authorised to engage in the use of this Website and/or the Service;
- such authorised representative of such User is authorised by such User to act in furtherance of such User’s use of this Website and/or Service;
- all email addresses provided on behalf of the business or entity are and will be used by the business or entity for business purposes; and
- you will not represent or portray the business or entity as being affiliated with Ferrell in any capacity other than being a User of this Website or Service without Ferrell's prior written consent.
- If you are seeking access to or have signed up for access to this Website in the capacity of "Developer", you further represent, warrant and undertake to Ferrell that you are not accessing this Website with a view to evaluating or making an investment in any of the investment opportunities showcased on this Website.
- You agree and acknowledge that Ferrell has the right to:
Section G : User Content Posted on this Website
- You are solely responsible for the personal or business information, photos, profiles, messages, notes, text, information, music, video, contact information for you or others, advertisements or other content that you upload, publish, provide or display (hereinafter, "post") on or through the Service or this Website, or transmit to or share with other Users (collectively, the "User Content").
- By posting User Content to any part of this Website, you automatically grant, and you represent and warrant that you have the right to grant, to Ferrell an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide licence (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with this Website or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorise sublicences of the foregoing. You may remove your User Content from this Website at any time. If you choose to remove your User Content, the licence granted above will not expire.
Section H : Consent to Electronic Transactions and Disclosures
- You hereby consent to transact business online and electronically using the Service and/or this Website
- Please note that to electronically transact using the Service and/or this Website, you must satisfy the following computer hardware and software requirements:
- access to the Internet;
- an email account and related software capable of receiving email through the Internet;
- (c) a web browser which is SSL-compliant and supports secure sessions; and
- hardware capable of running such software in sub-paragraph (c) above.
- Your consent to receive Disclosures and transact business electronically, and Ferrell agreement to do so, applies to any transactions to which such Disclosures relate. Your consent will remain in effect for so long as you are a User and, if you are no longer a User, will continue until such a time as all Disclosures relevant to transactions that occurred while you were a User have been made.
- You shall not withdraw such consent as long as you have any User Content posted on this Website.
- You also expressly consent to receiving calls and messages, including auto-dialed and pre-recorded message calls, and SMS messages (including text messages) from Ferrell, our affiliates, marketing partners, agents and others calling at their request or on their behalf, at any telephone numbers that you have provided or may provide in the future (including any cellular telephone numbers). Your cellular or mobile telephone provider will charge you according to the type of plan you carry.
- You must keep Ferrell informed of any change in your e-mail address, your home mailing address, or your telephone number so that Ferrell can maintain communications with you about your authorisation as a User and so that you can continue to receive all Disclosures in a timely fashion.
- You can contact Ferrell by e-mail at email@example.com or by calling us at +65 8818-5350. You may also reach us in writing to Ferrell at the following address: 11 Beach Road, #06-022,Singapore 189675-11
Section I : Registration Data, Account Security and User Disputes
- You shall:
- provide accurate, current and complete information about you or your principals and/or authorised representatives of you as may be prompted by any registration forms on this Website or otherwise requested by Ferrell ("Registration Data");
- provide such information and/or documents as Ferrell may request to establish and/or verify your or any other person's identity or authority to enter into binding agreements on behalf of you, or to establish and/or verify the legal existence, good standing in any jurisdiction and authorisation to use this Website or Service;
- maintain the security of your password and identification;
- maintain and promptly update the Registration Data, and any other information you provide to Ferrell, to keep it accurate, current and complete;
- promptly notify Ferrell regarding any material changes to information or circumstances that could affect your eligibility to continue to use this Website or Service or the terms on which you use this Website or Service; and
- be fully responsible for all use of your account and for any actions that take place using your account.
- You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about this Website or the Service ("Submissions"), provided by you to Ferrell are non-confidential and shall become the sole property of Ferrell. Ferrell shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
- You are solely responsible for your interactions with other Users. Ferrell reserves the right, but has no obligation, to monitor disputes between you and other Users.
Section J : Links to other Websites and Content
- This Website contains (or you may be sent through this Website or the Services) links to other web sites ("Third Party Sites"), as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, software and other content belonging to or originating from third parties ("Third Party Content").
- Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by Ferrell, and Ferrell are not responsible for any Third Party Sites accessed through this Website or any Third Party Content posted on this Website, including without limitation the content, accuracy, offensiveness, opinions, reliability or policies of or contained in Third Party Sites or Third Party Content.
- Inclusion of or linking to any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by Ferrell.
- If you decide to leave this Website and access Third Party Sites, you do so at your own risk and you should be aware that Ferrell’s terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from this Website.
Section K : Privacy
- By using this Website or the Service, you are consenting to having your personal data transferred to and processed in Singapore. Ferrell may listen to and/or record phone calls between you and our representatives without notice to you as permitted by applicable law. For example, Ferrell listens to and records calls for quality monitoring purposes.
Section L : Disclaimers
- Ferrell does not guarantee the accuracy of any User Content or Third Party Content. Although Ferrell provide rules for User conduct and postings, Ferrell does not control and is not responsible for what Users post on this Website and is not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter on this Website or in connection with any User Content or Third Party Content. Ferrell is not responsible for the conduct, whether online or offline, of any User of this Website or Service. Ferrell cannot guarantee and does not promise any specific results from use of this Website and/or the Service.
- This Website and the Service may be temporarily unavailable from time to time for maintenance or other reasons. Ferrell assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorised access to, or alteration of, User communications. Ferrell is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or on this Website or combination thereof, including injury or damage to Users or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Service.
- Under no circumstances will Ferrell be responsible for any loss or damage, including any loss or damage to any User Content, financial damages or lost profits, loss of business, or personal injury or death, resulting from anyone's use of this Website or the Service, any User Content or Third Party Content posted on or through this Website or the Service or transmitted to Users, or any interactions between Users of this Website, whether online or offline.
- Ferrell reserves the right to change any and all content contained in this Website and any Services offered through this Website at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Ferrell.
Section M : Limitation of Liability
To the fullest extent permitted by law, there shall be no remedies and claims against Ferrell, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employee. In particular, the User shall have no right to recover any compensation or damages, such as compensation for any special, actual, consequential, punitive or indirect damages based on Ferrell’s non-performance or breach of obligations whether based in contract, tort or otherwise.
Section N : Indemnity
Section O : Governing Law and Jurisdiction
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