LEGAL NOTICES

Please see below some important legal notices about RedeWire.

ABOUT US, MARKETING DISCLOSURE, AND REDEWIRE

RedeWire is used to provide information on certain funds and fund managers.
The communications and information within RedeWire are issued and/or shared in the United Kingdom and the European Economic Area by both Rede Partners LLP and Rede Partners (Netherlands) B.V. The communications and information within RedeWire are issued and/or shared in the United States of America by Rede Partners (Americas) LLC. The communications and information within RedeWire are issued and/or shared in Hong Kong by Rede Partners (Asia) Limited. The communications and information within RedeWire are issued and/or shared with users in other countries by Rede Partners LLP.
Rede Partners (“Rede”) is engaged by its clients to market their funds. In the U.S. Rede Partners operates through its wholly owned subsidiary, Rede Partners Americas LLC, which is a registered broker-dealer with the Securities and Exchange Commission and a member of the Financial Industry Regulatory Authority, Inc. Rede is not a current advisory client or fund investor of its client funds, although its partners and employees may themselves invest in client funds via a pooled vehicle established for such purpose which may have negotiated beneficial economic terms in connection therewith (e.g., reduced or no management fees and/or carried interest). For providing its services, Rede is entitled to cash compensation generally based on the amount of capital commitments to the client fund, with such compensation paid by the Manager rather than the fund. The fund may however bear certain out-of-pocket expenses related to Rede’s engagement. As a result, Rede has a significant economic incentive to solicit investors to commit capital to their clients’ funds, resulting in a material conflict of interest on its part. Rede also expects, from time to time, to do business with and earn fees or commissions from affiliates of the Manager, as well as with other third-party fund sponsors that may have similar or different investment objectives, including the provision of advisory and placement services. Accordingly, potential investors should recognize that Rede’s investments will potentially be influenced by its interest in such compensation, including differentials in compensation offered by a client or other sponsors for which Rede acts as placement agent.
Mexican Investor Disclosure: The interests in client Funds have not been and will not be registered with the National Registry of Securities (Registro Nacional de Valores), maintained by the Mexican National Banking and Securities Commission (Comisión Nacional Bancaria y de Valores) and, as a result, may not be offered or sold publicly in Mexico. The Manager may sell the interests in a Fund in Mexico on a private placement basis to Institutional and Accredited Investors (Inversionistas Institucionales o Calificados) pursuant to Article 8 of the Mexican Securities Market Law. Each investor shall be responsible for calculating and paying its own taxes and receiving any necessary tax advice, and the Manager shall not be deemed to have provided tax advice to any potential investor, and each investor shall indemnify the Manager from any resulting liability.
Rede Partners LLP is authorised and regulated by the Financial Conduct Authority in the United Kingdom;
Rede Partners (Americas) LLC is an SEC registered broker dealer under the Securities and Exchange Act of 1934 and a member in good standing of FINRA and SIPC;
Rede Partners (Netherlands) B.V., a besloten vennootschap met beperkte aansprakelijkheid, having its statutory seat at The Collection Chapter No.5, Keizersgracht 163-167, 1016 DP Amsterdam, the Netherlands. Rede Partners (Netherlands) B.V. is licensed by the Dutch Authority for the Financial Markets and authorised by various regulators in respect of the provision of cross-border services;
Rede Partners (Asia) Limited is a private limited company operating from 1531-2, Level 15, AIA Central, No.1 Connaught Road, Central, Hong Kong. Rede Partners (Asia) Limited is licensed by the Hong Kong Securities and Futures Commission to carry on Type 1 (Dealing in Securities) regulated activities under the Securities and Futures Ordinance.
Rede Partners (DIFC) Limited having its registered office at Unit GD-PB-04-01-OF-01-0, Level 1, DIFC Funds Centre, Precinct Building 4, Dubai International Financial Centre, is authorised and regulated by the Dubai Financial Services Authority with a Category 4 license to conduct the regulated activities of Arranging Deals in Investments and Advising on Financial Products.

MODERN SLAVERY STATEMENT

Rede is committed to preventing and eradicating all forms of modern slavery, including human trafficking, forced labour, and servitude. Read our Modern Slavery Statement here.

NOTICE TO CANADIAN INVESTORS

Rede Partners (Americas) LLC (the “Firm”) is relying on the international dealer exemption pursuant to section 8.18 of National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations in Ontario, Québec, Alberta, British Columbia, Manitoba, Saskatchewan, New Brunswick and Nova Scotia (collectively, the “Jurisdictions”).
Further to relying on such exemption, we are required to advise you of the following: (i) The Firm is not registered in the Jurisdictions to act as a dealer. (ii) The address of the head office of the Firm is 1270 Avenue of the Americas, Suite 408, New York, New York 10020, United States. (iii) All or substantially all of the Firm’s assets may be situated outside of Canada. (iv) There may be difficulty enforcing legal rights against the Firm because of the above. (v) The name and address of the Firm’s agent for service of process in each of the Jurisdictions are as follows:

Ontario

FMD Service (Ontario) Inc. 333 Bay Street, Suite 2400 Toronto, Ontario M5H 2T6
Contact:
Jena McGuire, Manager, Paraprofessional Services Tel: 416-865-5486 Email: jmcguire@fasken.com

Québec

Fasken Martineau DuMoulin LLP 3500-800, rue du Square-Victoria Montréal, Québec H3C 0B4
Contact: Chantal Leblanc, Director, Paralegal Services Tel: 514-397-5174 E-mail: chleblanc@fasken.com

Alberta

Fasken Martineau DuMoulin LLP 3400, 350 - 7th Avenue SW Calgary, Alberta T2P 3N9
Contact: Perry Feldman, Partner
Tel: 403-261-5396
Email: pfeldman@fasken.com
British Columbia
FMD Service (BC) Inc. 2900 - 550 Burrard Street Vancouver, British Columbia V6C 0A3
Contact: Dierk Ullrich, Director Tel: 604-631-4847 Email: dullrich@fasken.com

Manitoba

Taylor McCaffrey LLP
2200-201 Portage Avenue
Winnipeg, Manitoba R3B 3L3
Contact: Norman K. Snyder, Partner
Tel: 204-988-0302 Email: nksnyder@tmlawyers.com

Saskatchewan

MLT Aikins LLP
1500 Hill Centre I, 1874 Scarth Street
Regina, Saskatchewan S4P 4E9
Contact:
Stathy Markatos, Partner
Tel: 306-347-8430 Email: smarkatos@mltaikins.com

New Brunswick

Stewart McKelvey LLP
44 Chipman Hill
Suite 1000
Saint John, New Brunswick E2L 2A9
Contact:
C. Paul W. Smith, Partner
Tel: 506-632-1970
Email: psmith@stewartmckelvey.com

Nova Scotia

Stewart McKelvey
600-1741 Lower Water Street
Halifax, Nova Scotia B3J 0J2
Contact:
Charles Reagh, Partner
Tel: 902-420-3335
Email: creagh@stewartmckelvey.com
If you have any questions about the foregoing, please do not hesitate to contact your relationship manager.

NOTICE TO SWISS INVESTORS

For the full notice to Swiss Investors, please click here
Rede Partners LLP is affiliated with Finanzombudsstelle Schweiz (FINOS), Talstrasse 20 8001 Zürich. +41 44 552 0800 www.finos.ch

OWNERSHIP AND TRADEMARKS

“Rede Partners” is the trade name for Rede Partners LLP and its affiliates. The trademarks, logos and service marks used on the website are registered trademarks of Rede Partners. Nothing on the Website shall be interpreted as granting any licence or right to use any image, trademark, logo or service mark on the website. Rede Partners reserves all rights with respect to copyright and trademark ownership of all material on the website and will enforce such rights to the full extent by permissible by law.

PROFESSIONAL CLIENTS

This website, including, without limitation, the information and documents herein (the “Contents”), is intended exclusively for professional clients as defined under the Markets in Financial Instruments Directive 2004/39/EC. This website and its Contents are made available exclusively for the educational purposes only. This website is not intended for any other use or purpose.

CONTENTS NOT TO BE CONSTRUED AS A FINANCIAL PROMOTION, SOLICITATION, RECOMMENDATION OR ADVICE

This website does not constitute an offer or solicitation to buy or sell securities, a recommendation, or advice. Rede Partners only deals with institutional accounts as defined in FINRA Rules 2111(b) and does not make any assessment as to suitability of any investment opportunity on behalf of any person.

CUSTOMER IDENTIFICATION PROGRAM

Rede Partners is a regulated financial services provider and is required under various regulations aimed at combatting the finding of terrorism and money laundering activities to obtain, verify, and record information about the identities of each person or entity with which it deals. We may require information to assist in verifying the identity of your firm, its owners and principals. All information provided to us will be treated in the strictest confidence. We may not be able to provide services where we are unable to verify the identity of any firm or its owners and principals. Should you have any question with respect to this notice please do not hesitate to contact us at compliance@rede-partners.com.

CONFLICTS POLICY

The identification and prevention of conflicts of interest and the proper management of such conflicts represent an important task for any financial services firm. We analyse and manage potential conflicts of interest in such a way as to ensure the fair treatment of all parties involved in a manner that does justice to their interests and avoids any detriment to client interests.
We have put in place and maintain appropriate systems and controls to enable us to identify, record, monitor and manage conflicts of interest.

GIFTS, HOSPITALITY AND INDUCEMENTS POLICY

Rede Partners is subject to anti-corruption and bribery rules including the UK Bribery Act and the US Foreign Corrupt Practices Act. Any gift, hospitality, fee or other benefit that we offer or are offered will be considered in accordance with UK best practice relating to anti-bribery and corruption and the guidance issued by the Ministry of Justice. This covers fees and benefits to and from clients as well as third parties.
As a MiFID investment firm, we are also subject to the FCA rules on inducements, which apply to any fee or other benefit that we receive from or provide to a third party in relation to regulated activities that we perform.
We will only offer or accept third party fees or benefits where it is necessary to do so for conducting regulated business or where we consider that it would enhance the service that we provide to our client(s) and does not affect our ability always to act in the best interest of our client(s).

COMPLAINTS POLICY

We take all complaints very seriously. We have summarised our complaints policy and procedure below. If you require any further information please contact compliance@rede-partners.com.
We allow complaints (including MiFID complaints as defined under the rules of the FCA) to be made by any reasonable means and to be made free of charge. This may include by letter, fax, email, telephone or in person. Upon receiving a complaint, we will provide prompt written acknowledgement that the complaint has been received and that we are dealing with such complaint. Please note that we do not conduct eligible business for eligible complainants, therefore are not subject to the jurisdiction of the Financial Ombudsman Service.
We will investigate all complaints competently, diligently and impartially, obtaining additional information as necessary. We will promptly assess the specific circumstances surrounding a complaint by reviewing all appropriate records and speaking to the individuals involved, with a view to deciding whether the complaint should be upheld, whether any remedial action and/or redress may be appropriate and if appropriate, whether we have reasonable grounds to be satisfied that another respondent may be solely or jointly responsible for the matter alleged in the complaint.
In the event that, we identify any recurring or systemic problems, we will consider whether other customers who have not complained may have suffered detriment from, or been potentially disadvantaged by, the same underlying matter. If so, we will take appropriate and proportionate measures to ensure that those customers are given appropriate redress or a proper opportunity to obtain it.
Rede Partners keeps complainants informed of the progress of the measures it is taking to resolve their complaint. When handling a complaint, we will always aim to communicate with clients or potential clients clearly, in plain language that is easy to understand and shall reply to the complaint without undue delay.
After full consideration of the matter we will write to the complainant providing an assessment of the complaint, informing the complainant whether we are upholding or rejecting the complaint and, where appropriate, making an offer of redress or remedial action. If such an offer is accepted, we will comply promptly with such redress.
We will keep a record of all complaints received and the measures taken for their resolution.

REMUNERATION POLICY

Rede’s remuneration policy is designed to promote sound and effective professional conduct and not to encourage excessive or inappropriate risk-taking. The implementation of the remuneration policy is overseen by the Firm’s Remuneration Committee (RemCo) which is chaired by the firm’s independent non-executive Chairman. The Firm shall remunerate its employees by taking into account the interests of all the clients of the Firm, with a view to ensuring that clients are treated fairly and their interests are not impaired by the remuneration practices adopted by the Firm in the short, medium or long term. Remuneration shall be designed in such a way so as not to create a conflict of interest or incentive that may lead relevant persons to favour their own interests or the Firm's interests to the potential detriment of any client. The Firm shall ensure that its remuneration applies to all relevant persons with an impact, directly or indirectly, on investment and ancillary services provided by the Firm or on its corporate behaviour, regardless of the type of clients, to the extent that the remuneration of such persons and similar incentives may create a conflict of interest that encourages them to act against the interests of any of the Firm's clients. The performance criteria relating to variable remuneration contain achievable targets on the level of the Firm, the relevant business unit and the individual. The performance criteria do not provide any incentives for excessive risk-taking or the mis-selling of products and do not steer towards behaviour/actions that are not in the best interest of the clients. Performance criteria will always be in line with the business as well as the risk strategy, objectives, values and long-term interests of the Firm. Annual discretionary bonus awards are subject to deferrals and regular review and confirmation by the RemCo.

ACCEPTANCE OF TERMS

The purpose of these Terms is to define the terms and conditions on which we shall provide access to RedeWire and allow you to use the various features and functionalities of RedeWire.
By using RedeWire, you are accepting the practices and consenting to the terms below. If you do not consent to all of the terms below, then you should immediately discontinue your use of and access to this Portal.
We may update these Terms from time to time. Should we do so, the new terms will become effective from the moment they are uploaded onto RedeWire. You should check the Terms when you visit RedeWire to confirm the most recent Terms that apply.

YOUR USE OF REDEWIRE AND REGISTRATION

RedeWire, including, without limitation, the information and documents herein (the “Contents”), provide certain information concerning certain funds and fund managers for general informational purposes only. Under no circumstances should any information or materials presented on RedeWire be used or construed as an offer to sell, or a solicitation of an offer to buy, any securities, financial instruments, investments or other services.
You confirm (and re-confirm each time you access RedeWire) that you have appropriate authority to access this Portal on behalf of the entity or entities that you represent and that your agreement to these Terms constitutes agreement to these Terms by the entity or entities that you represent.
RedeWire and the Contents are directed only at persons who are Eligible Counterparties or Professional Clients as defined under the Markets in Financial Instruments Directive 2004/39/EC and discussed further below. The information available through RedeWire is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Rede Partners, its clients or their affiliates to any requirement to be registered or authorised within such jurisdiction or country. By accessing RedeWire, you will be deemed to have represented that you or the entity that you represent are a person who can lawfully access RedeWire and receive this information without breaching or causing Rede Partners to breach any applicable regulation and without subjecting Rede Partners, its clients or their affiliates to any registration requirement.
In order to become a registered user, you will need to create an account by following the relevant registration process on RedeWire. When you register with RedeWire, you will give us your full name and we will ask you to submit details about your organisation and ask you to create a password. This will allow you to create an account on RedeWire.
Upon becoming a registered user of RedeWire, it is your responsibility to treat your registration and login information relating to RedeWire as confidential. We are not responsible for any use or misuse of your registration or login information (and resulting access to RedeWire) arising from your failure to keep your registration or login information safe and confidential. If you know or suspect that anyone other than you knows your registration or login details, please notify us immediately.
We may disable any access credentials and/or suspend your access to RedeWire in the event that we suspect that (a) an unauthorised person is using your access credentials; or (b) you have disclosed your access credentials to a third party in breach of these Terms.

ACCESS TO REDEWIRE

We do not guarantee that RedeWire will always be available or uninterrupted. In addition to any other rights we have under these Terms, we may suspend or withdraw or restrict the availability of all or any part of RedeWire from time to time, for example for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal of RedeWire.

OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS

We are the owner of all intellectual property rights in RedeWire, including, among other things, all trademarks, logos, service marks and service names, whether they are registered or not. These works are protected by, among other things, copyright laws and treaties around the world. We reserve all such rights.
Our status (and that of any identified contributors) as the authors of material on our Portal must always be acknowledged. You must not in any way use any part of the materials on our Portal for commercial purposes without obtaining a licence from us to do so.
Rede Partners grants you a limited, nonexclusive license to display and otherwise use portions of RedeWire solely for your own private, internal, informational purposes only, and to print pages from RedeWire only in connection with that use. You may not modify, distribute, transmit, perform, reproduce, publish, license, create derivative works from, transfer or sell any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software or code obtained from RedeWire.

LINKED SITES

Rede Partners may link to third-party web sites, and third-party web sites may link to RedeWire. Links are provided only as a convenience. The inclusion of any link is not and does not imply an affiliation, endorsement, approval, verification or monitoring by Rede Partners of any information contained in any third-party Portal. Rede Partners is not responsible for the content of any site linked or linking to this site. Your linking to any off-site pages or other sites is at your own risk.

CONTENTS NOT TO BE CONSTRUED AS A FINANCIAL PROMOTION, SOLICITATION, RECOMMENDATION OR ADVICE

RedeWire and the Contents do not constitute an offer or solicitation to buy or sell securities, a recommendation, or advice. Rede Partners only deals with institutional accounts as defined in FINRA Rules 2111(b) and does not make any assessment as to suitability of any investment opportunity on behalf of any person.

INVESTMENT DISCLOSURES

RedeWire and its Contents are for general informational purposes only. Under no circumstances should any information or materials presented on RedeWire be used or construed as an offer to sell, or a solicitation of an offer to buy, any securities, financial instruments, investments or other services. Dated content speaks only as of the date indicated.
RedeWire and its Contents do not provide specific investing advice or strategies to any person. The investments and strategies discussed in the Contents may not be suitable for all investors and are not obligations of or guaranteed by Rede Partners or any of its affiliates. The investments are not bank deposits and are not insured by any entity and are subject to investment risks, including the loss of the principal amount invested. Nothing contained on RedeWire or Contents constitutes investment, legal, tax or other advice nor is to be relied on in making an investment or other decision. Decisions based on the Contents are the sole responsibility of the user and tis organisation. If you would like investment, accounting, tax or legal advice, you should consult with your own financial advisors, accountants or attorneys regarding your individual circumstances and needs. You agree that Rede Partners is not liable for any action you take or decision you make in reliance on any Contents. Rede Partners will not treat users of RedeWire as its partners, clients, customers or investors by virtue of their accessing RedeWire.
The Contents may contain information regarding past performance. Past performance is not indicative of future results. No representation is being made that any investment or transaction will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided. The investment return and principal value of an investment may fluctuate, and, as a result, with respect to products which provide for redemptions, your redemption value may be more or less than original cost.
The Contents may contain forward-looking statements. Forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. We undertake no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise.

CUSTOMER IDENTIFICATION PROGRAM

Rede Partners is a regulated financial services provider and is required under various regulations aimed at combatting the finding of terrorism and money laundering activities to obtain, verify, and record information about the identities of each person or entity with which it deals. We may require information to assist in verifying the identity of your firm, its owners and principals. All information provided to us will be treated in the strictest confidence. We may not be able to provide services where we are unable to verify the identity of any firm or its owners and principals. Should you have any question with respect to this notice please do not hesitate to contact us at compliance@rede-partners.com.

LIABILITY

These Terms exclude or limit our liability arising out of the use of, or relating to, RedeWire to the extent that the law permits us to do so. We do not exclude or limit our liability for death or personal injury arising from our negligence, or for our fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under relevant laws.
While we take reasonable steps to ensure that the information on RedeWire is accurate and up to date we do not give or make any warranty or representation (whether express or implied) that any such information is accurate, timely, complete or available. We will not be liable to you for any loss or damage as a result of your use of, or reliance on, the information on RedeWire, or for your inability to access or use RedeWire for any period of time.
While we endeavour to ensure that RedeWire is free from any viruses or other malicious or harmful content, we do not accept any liability for errors, delays, or damage to your computer or device as a result of using RedeWire. It is your responsibility to ensure that you have up to date antivirus software, or any other necessary equipment in order to use RedeWire safely and to avoid anything that may damage or harm your computer or device.

TERM AND TERMINATION

These Terms will apply to you as soon as you access RedeWire and will continue to have effect until they are terminated or if you are no longer interacting with us.
In addition to our other rights under these Terms, we may terminate or suspend your right to use the functions of our Portal at any time in our sole discretion without liability for any losses or damages arising out of or in connection with such suspension or termination, including if you violate or breach these Terms (or we have reasonable grounds to believe that you are in breach of any of these Terms) or if allowing you to access and use RedeWire or its related functions would violate any applicable local, state, provincial, national and other laws, rules and regulations, or would expose us to any legal liability whatsoever.
If the Terms are terminated or you are no longer interacting with us, these Terms may no longer apply. However, any provisions of the Terms that by their nature should continue to apply after termination of these Terms will do so. This includes, without limitation, all limitations on liability, choices of law and judicial forum and intellectual property protections and licenses.

DATA PROTECTION

As well as these Terms, there are other terms which may apply to you. These include our Privacy Notice, which can be found [here] [link] which also includes details of the cookies that we may use on RedeWire.
Where you are using RedeWire, you agree to comply with all applicable laws relating to data privacy including but not limited to collection, processing, use, retention, disclosure and transfer of personal data.

GOVERNING LAW & JURISDICTION

These Terms, RedeWire and any information contained in it will be governed by the laws of England and Wales, and the courts of England and Wales will have non-exclusive jurisdiction to hear any dispute arising from these.