Please read the following information carefully as it contains important information. The information contained on these website pages (this/our “Site”) is communicated and issued by Livingbridge EP LLP, Livingbridge Enterprise LLP and/or Livingbridge VC LLP (together “the Livingbridge Firms”) in accordance with the following terms and conditions (the “Terms”). By accessing any part of this Site, you will be deemed to have accepted the Terms in this Legal Notice in full. If you do not accept these Terms, please do not continue to access this Site.
The content of this Site is provided for information purposes only and should not be construed as an invitation, solicitation, offer, inducement or recommendation to buy or sell investments, shares or securities of any description in any jurisdiction, as a recommendation of any investment service or transaction, nor should it form the basis of a contract to be relied upon in any way.
1. UK Financial Promotion Rules
Without prejudice to the above, in relation to Livingbridge.com, entrepreneurs, management teams and potential portfolio companies (“Management”) who may access this Site, parts of this Site constitute a financial promotion for the purposes of section 21 of the Financial Services and Markets Act 2000. Accordingly, please review these Terms carefully as they contain important information required pursuant to the Financial Conduct Authority (“FCA”) rules relating to financial promotions, in particular but without limitation the sections headed, “Livingbridge Firms”, “Livingbridge Firms’ Clients”, “Disclaimers and Exclusion of Liability”, “Risks”, “Past Performance” and “Future Performance”. This Site is not intended to be viewed by, nor is it directed at, any persons other than Management or Exempt Persons (as defined below) and no other person should access this Site or take any action based on its contents.
2. Livingbridge Funds – Limited Audience
Interests in the Funds (as defined below) and FPPE Fund plc (collectively, the “Livingbridge Funds”) are collective investment schemes and alternative investment funds which are not authorised, or otherwise recognised by the FCA and, as unregulated collective investment schemes and alternative investment funds, cannot be marketed in the United Kingdom to the general public. Accordingly, for the purposes of the United Kingdom financial promotion rules in relation to the Livingbridge Funds, this Site may only be accessed by, and is only directed at, persons who: (i) are investment professionals falling within article 14(5) of the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemption) Order 2005 (“CIS Order”), who have professional experience in matters relating to participating in unregulated schemes; (ii) persons falling within any of the categories (a) to (d) of article 22(2) of the CIS Order (broadly, companies or partnerships with net assets of £5 million sterling or more and trustees of trusts with assets of £10 million sterling or more, or any person acting in the capacity as director, officer or employee of such an entity where that person’s responsibilities when acting in that capacity involve him in the entity’s participation in unregulated collective investment schemes); (iii) are categorised as “professional clients” in accordance with the FCA’s Conduct of Business Sourcebook; or (iv) any other person to whom it may otherwise lawfully be communicated (collectively “Exempt Persons”). The Livingbridge Firms will engage in investment activity or controlled activity or respond to expressions of interest relating to the Livingbridge Funds only with such persons. Persons that do not have professional experience of matters relating to investments should not rely or act upon the content of this Site in relation to the Livingbridge Funds unless they are Exempt Persons.
3. Persons in other Jurisdictions
If you access or use this Site from outside the United Kingdom, you are responsible for compliance with any local laws relating to access or use, and for establishing the legality, usability and appropriateness of the contents of this Site, including any expression of an interest in any of the information or materials on the Site, under all applicable laws and regulations.
The Livingbridge Firms reserve the right to prohibit or restrict access to or use of this Site by any person or in any jurisdiction.
4. The Livingbridge Firms
The information contained on this Site is intended to describe the activities of the Livingbridge Firms.
Livingbridge EP LLP is the Operator, Manager and Alternative Investment Fund Manager (“AIFM”) of Livingbridge 4 LP, Livingbridge 5 LP and Livingbridge 6 LP and invests on behalf of the foregoing, being its institutional clients. Livingbridge EP LLP is a limited liability partnership incorporated in England and Wales (registered number OC311889) and is authorised and regulated by the Financial Conduct Authority (Firm reference number 429087).
Livingbridge Enterprise LLP is the Operator, Manager and AIFM of Livingbridge Enterprise 1 LP, Livingbridge Enterprise 2 LP, Livingbridge Enterprise 3 LP and Wood Chapel LP and invests on behalf of the foregoing, being its institutional clients. Livingbridge Enterprise LLP is a limited liability partnership incorporated in England and Wales (registered number OC401650) and is authorised and regulated by the Financial Conduct Authority (Firm reference number 717564).
Livingbridge VC LLP is the Investment Manager to FPPE Fund plc. Livingbridge VC LLP is a limited liability partnership registered in England and Wales (registered number OC320408) and is authorised and regulated by the Financial Conduct Authority (Firm reference number 456135).
Registered office address for the Livingbridge Firms: 100 Wood Street, London, EC2V 7AN.
The website of the FCA can be accessed at www.fca.gov.uk.
Any funds which were previously, are currently, or may in the future be, managed by Livingbridge EP LLP or Livingbridge Enterprise LLP are together referred to as the “Funds”.
Save as mentioned below, references to the “Livingbridge Firms”, “we” and “our” are to Livingbridge EP LLP and/or Livingbridge Enterprise LLP in relation to the Funds and/or Livingbridge VC LLP in relation to FPPE Fund plc. Certain information relates to the period before 30th June 2005 on which date Livingbridge EP LLP commenced to carry on the business previously carried on by ISIS Equity Partners plc and, accordingly, in such information such references relate to ISIS Equity Partners plc.
5. Livingbridge Firms’ Clients
The Livingbridge Firms, as described above, act for the Funds and FPPE Fund plc and not for anyone else. The Livingbridge Firms will not act for, advise or be responsible for providing protections afforded to their clients, to anyone other than the Funds and FPPE Fund plc. Investors or potential investors in the Funds or FPPE Fund plc, Management and others working with the Livingbridge Firms should be aware of this and should not expect that they will be treated as clients of the Livingbridge Firms.
6. Disclaimers and Exclusion of Liability
Please do not send us any confidential or proprietary material as we do not agree to obligations of nondisclosure or non-use of material which is sent to us. We receive a large number of business plans and other proposals, which may be similar to one another or overlap. We reserve the right to review only those which appear to us to fit our investment criteria from time to time and to reject proposals without giving a reason or returning material sent to us. We are not restricted in any way from pursuing opportunities with others. The Livingbridge Firms and the Funds andFPPE Fund plc and other clients under their management or advice invest in many companies, some of which may compete with one another.
You should not rely on any information or opinions contained in this Site in making an investment or other decision but should obtain appropriate and specific professional advice. Nothing contained on this Site constitutes or should be construed to constitute investment, legal, tax or other advice. The information contained on this Site shall in no way be construed to constitute a recommendation with respect to the purchase or sale of any investment or the entering into any other transaction.
Whilst we aim to update the Site regularly, its content is provided in good faith “as is” for information purposes only with no representation or warranty, express or implied by the Livingbridge Firms, their affiliates, or any of their respective members, officers, directors or employees (“Related Persons”) as to its accuracy or completeness or that it is up to date, and it should not be relied on as such.
To the fullest extent allowed by law, the Livingbridge Firms and their Related Persons shall not be liable, whether in tort (including negligence) or otherwise howsoever, for any losses, damages, costs or expenses of whatever nature (including without limitation any consequential, indirect or unforeseeable loss or loss of bargain, opportunity or profit, as well as fees and expenses of legal counsel) (together, “Losses”) incurred or suffered by you or any third party arising out of or in connection with the access to, use of or inability to use, or linking to other websites or resources from, this Site or reliance on any information contained on this Site. Nothing in this Legal Notice shall limit our liability for death or personal injury resulting from any negligence of the Livingbridge Firms.
As consideration for your access to and use of this Site, you agree to indemnify and hold harmless the Livingbridge Firms and their Related Persons from and against any and all Losses, including without limitation those related to any action by any third party against you, any Livingbridge Firm or any of their Related Persons arising out of or in connection with your access to or use of this Site or of any of the contents on this Site or your non-compliance with the Terms of this Legal Notice.
Nothing in this Legal Notice excludes or restricts any duty or liability that the Livingbridge Firms may have under the regulatory system (as defined in the glossary to FCA’s Handbook of Rules and Guidance) and which may not be excluded or restricted there under.
Investments or strategies discussed or referenced on this Site are not suitable for everyone. Investments in unlisted companies involve significant risk and therefore should be undertaken only by persons capable of evaluating, understanding and bearing the risks they represent, including a complete loss of investment. The risk of loss accompanies the potential for any gains on investments. Market conditions, illiquidity and other factors such as currency exchange rates may affect the value of investments.
8. Past Performance
Any prior investment results and returns of investments referred to on this Site are provided for illustrative purposes only and are not necessarily indicative of any future results. There can be no assurance that these or comparable investment results or returns will be achieved. Past performance is not a reliable indicator of future results. The past performance of similar investments referred to on this Site is not a reliable indicator to the future performance of any similar investments.
9. Future Performance
Some of the contents of this Site may contain projections, forecasts, targeted returns, illustrative returns, estimates, beliefs and similar information (“Forward Looking Information”), which may not be readily identified as such, is subject to inherent uncertainties and qualifications and is based on numerous current assumptions, in each case whether or not identified herein. Forward Looking Information is provided for illustrative purposes only and is not intended to serve as, and must not be relied upon by any person as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. No Livingbridge Firm is under any obligation to update or revise any such Forward Looking Information, whether as a result of new information, future developments, or otherwise. Actual results may differ materially from those reflected or contemplated in such Forward Looking Information.
10. Intellectual Property Rights
This Site and its contents are subject to copyright, trademarks and other intellectual property rights which are owned or licensed by the Livingbridge Firms and are protected by law. We reserve all such rights save that you may copy, print or download individual pages or sections of this Site for your personal and non-commercial use, provided you do not modify them and do not remove any copyright or other legal notices. Any printing, downloading or other copying of software or other contents of this Site will not transfer any intellectual property, title or other rights to you. You may not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text and the status of the Livingbridge Firms and our contributors as the authors of material on the Site must always be acknowledged. You may not modify or use any content from the Site for commercial purposes without obtaining a licence to do so from us or our licensors.
11. Content and Access
We may withdraw or change Site content at any time without notice and, if the need arises, we may suspend access to the Site, close it indefinitely or restrict access to users who have registered with us.
You agree to treat any user identification code, password or other piece of information used as part of our security procedures as confidential and not disclose it to any third party. We may disable your access if in our opinion you have failed to comply with any of the Terms of this Legal Notice.
This Site may contain links to other websites and resources. Any such links are provided for information purposes only. The Livingbridge Firms and their Related Persons have no control over and accept no responsibility for the accuracy, content or safety of these websites or resources or any Losses that may arise from your accessing or using them, nor should any links to such websites or resources be construed as an endorsement by any Livingbridge Firm or their Related Persons of such websites, resources or the information contained on them.
You may link to the Site, provided you do so in a way that is fair and legal and does not damage or take advantage of our reputation, or suggest any form of association, approval or endorsement on our part where none exists. You may not establish a link from any website that is not owned by you or frame the Site in any other website. We reserve the right to withdraw linking permission without notice.
If you wish to make use of material on the Site other than that set out above, please address your request to email@example.com.
13. Site Security
You may not violate the security of this Site or attempt to do so. Any actual or attempted tampering with any part of this Site, provision of untruthful or inaccurate information, misrepresentation of your identity, or conduct of fraudulent activities on or through this Site is prohibited. Without limiting the generality of the foregoing, you may not do anything that could interfere with the functioning of this Site, restrict or inhibit others from accessing or using it, or result in the transmission of a denial-of-service attack, virus, worm, time bomb, Trojan horse or other harmful material.
Neither the Livingbridge Firms nor any of their Related Persons will be liable for any Losses caused by a distributed denial-of-service attack, virus, worm, time bomb, Trojan horse or other harmful material that may infect your computer equipment, computer programmes, data or other proprietary material due to your use of the Site or to your downloading of any material from it.
15. Governing Law
This Site including this Legal Notice and all matters arising from or connected with them shall be governed by and construed in accordance with English law and shall be subject to the exclusive jurisdiction of the English courts.
Some Terms in this Legal Notice may be superseded by specific provisions published elsewhere on the Site. We reserve the right to update or otherwise vary these Terms from time to time, with or without notice to you. Your access to or use of this Site at any time is subject to the Terms as then in effect. It is your responsibility to review such Terms regularly to make sure you are aware of any changes and comply with any changed Terms.
Nothing in this Legal Notice is intended to modify or amend any other written agreement you may now or in the future have with any Livingbridge Firm or any fund or other entity managed or investment managed by a Livingbridge Firm. In the event of any inconsistency between the Terms and any such other written agreement, the other agreement will govern.
No failure or delay on the part of a Livingbridge Firm to act with respect to any breach of the Terms by you or any other person constitutes a waiver or limits the Livingbridge Firms’ rights with respect to such breach or any subsequent breach.
17. Contact us
All comments, queries and requests relating to our use of your information are welcomed (including in relation to transfer of data outside the EEA) and should be addressed to the relevant Livingbridge Firm at the registered address set out above.