This Investor Agreement ("Agreement") is between Vestinit Ventures Australia Pty Ltd ACN 123 456 789 ("Vestinit") and you, the registered investor ("Investor"). It supplements the Terms of Use and is incorporated into your account registration.
By accepting this Agreement, you represent and warrant to Vestinit as follows:
You are at least 18 years of age. You have full legal capacity and authority to enter into this Agreement and make investment decisions. All information provided in your registration is true, accurate, current and complete.
You meet or exceed the qualifying criteria for a sophisticated investor under s708(8) of the Corporations Act 2001 (Cth) — being an individual with net assets of at least AUD $2.5 million or gross income for each of the last two financial years of at least AUD $250,000 — or you qualify as a wholesale client under s761G of the Corporations Act, or you meet equivalent investor qualification requirements in your jurisdiction. You understand that this classification has legal significance and that qualified investors do not receive certain retail investor protections.
You acknowledge that Vestinit may require a certificate from a qualified accountant confirming your sophisticated investor status before granting access to specific investment opportunities.
You have obtained, or have consciously decided not to obtain, independent financial, legal and taxation advice in relation to your use of the Platform and any investment decisions you make. You are not relying on Vestinit for investment advice. You understand that Vestinit is not licensed to provide personal financial product advice.
You have read and understood the Risk Disclosure Statement. You understand that investments in private companies, special purpose vehicles and growth-stage businesses are highly speculative and illiquid, and that you may lose your entire investment.
The funds you intend to invest are derived from legitimate sources. You are not acting on behalf of an undisclosed third party. You are not subject to any sanctions imposed by Australia, the United Nations, the United States OFAC, the United Kingdom, or the European Union. You are not a politically exposed person (PEP) as defined under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), or if you are, you have disclosed this in your registration.
Your participation in investment opportunities through the Platform complies with all laws applicable to you in your jurisdiction of residence and any other relevant jurisdiction. You are solely responsible for your own tax obligations arising from any investment activity.
You acknowledge that forward-looking statements, financial projections and valuations presented in deal materials are estimates only and are not guarantees of future performance. You will not make any investment decision based solely on such projections.
You consent to Vestinit and its identity verification partners (including Frankie One Pty Ltd and the Australian Document Verification Service) conducting identity checks, sanctions screening, politically exposed persons (PEP) checks, and adverse media screening on you at registration and periodically thereafter.
You agree to promptly provide any additional documentation or information we request to meet our AML/CTF Act obligations. Failure to cooperate with verification requests may result in suspension of your account and reporting to AUSTRAC or other regulatory authorities.
You acknowledge that Vestinit is obligated to report suspicious matters to AUSTRAC and is prohibited from tipping you off that such a report has been made.
You acknowledge and agree that:
All non-public information regarding investment opportunities, issuers, deal terms, investor lists and Vestinit's business operations that you access through the Platform is confidential. You must not disclose such information to any third party or use it for any purpose other than evaluating investment opportunities on the Platform, without Vestinit's prior written consent.
This confidentiality obligation supplements, and does not replace, any specific Non-Disclosure Agreement you execute for a particular deal opportunity.
For a period of 24 months following your registration, you agree not to directly contact, negotiate with, or invest in any issuer, founder, operator, fund or special purpose vehicle introduced to you through the Platform, outside of the Platform, without Vestinit's prior written consent. Any fees or arrangements that arise from such circumvention will be immediately payable to Vestinit.
Vestinit may update this Agreement from time to time. Material changes will be communicated to you by email. Your continued use of the Platform following notice of changes constitutes your acceptance of the revised Agreement. Vestinit may require re-acceptance of a materially revised agreement before continuing to provide access to investment opportunities.
This Agreement is governed by the laws of New South Wales, Australia. Disputes shall be resolved in accordance with the dispute resolution provisions in the Terms of Use.
Your acceptance has been recorded. You now have full access to investment opportunities on the Platform.