Legal
Important information and policies
Important Information
Corporate information
This website is published and operated by VSJ Ventures LTD (the "Company"), a corporation incorporated under the Business Corporations Act (Ontario), Canada, under corporation number 1000512821, with its registered office at 401 Bay Street, Suite 2702, Toronto, Ontario M5H 2Y4, Canada.
Nature of information
The website provides information about the Company, its activities, investment strategies and financing arrangements. The Investment Programme pages contain information about securities issued by the Company. That information is provided for general informational purposes and for consideration by prospective investors who may lawfully receive it. The Notes are subject to the selling restrictions contained in the applicable offering documents and relevant securities laws. International access to this website does not authorise any offer of securities in any jurisdiction; applicable securities laws continue to govern actual offers and transactions.
No public offering
Nothing on the public pages of this website is an offer to sell, an invitation to subscribe for, or a solicitation of an offer to purchase any security. Information about the Company’s securities is provided subject to applicable selling restrictions. Any offer, where lawfully made, is made only through the definitive offering documents, including the Private Placement Memorandum, and in accordance with the relevant securities laws. The Private Placement Memorandum is a confidential document. It is not published on this website and is made available only to eligible professional and institutional investors, through proper institutional channels.
United States
The Notes have not been registered under the United States Securities Act of 1933, as amended, or under any state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons within the meaning of Regulation S, except under registration or an applicable exemption. The securities information on this website is not directed at the United States, and nothing on this website is intended to constitute directed selling efforts in the United States.
United Kingdom
The securities information on this website is directed only at persons outside the United Kingdom and must not be acted upon by persons in the United Kingdom. The Company does not direct promotions of the Notes at persons in the United Kingdom.
Canadian residents
The securities information on this website is not directed to persons resident in Canada. The Company does not, through this website, solicit subscriptions for the Notes from persons resident in Canada.
Investor eligibility
Access to this website, including the Investment Programme pages, does not establish eligibility to subscribe for or acquire the Notes. Any subscription remains subject to applicable legal requirements, the selling restrictions in the offering documents and the Company’s acceptance. The Company may request documentation and may refuse any subscription or distribution of documents where eligibility cannot be established.
Investment risks
Investment in the Company’s securities involves substantial risks, including the possible loss of some or all of the capital invested. The securities may be illiquid, and no assurance can be given that an active secondary market will develop or be maintained. Information about security arrangements, insurance, asset coverage, credit ratings and other structural features must be read together with the qualifications, limitations and risks disclosed in the offering documents, including the Risk Factors in the Private Placement Memorandum.
Ratings and trading
Credit ratings are assessments by the relevant rating agency as of the dates stated. They are not guarantees of repayment or recommendations to buy, sell or hold securities, and may be revised or withdrawn at any time. The Notes are admitted to trading on the Open Market of the Frankfurt and Stuttgart stock exchanges and on the Vienna Multilateral Trading Facility. These are not regulated markets, and admission to trading is not regulatory approval of the securities, the issuer or their merits.
Forward-looking information
Some statements may be forward-looking information, including statements about expected financial performance, investment strategies, asset values, cash flows and modelled outcomes. They involve assumptions, uncertainties and risks, actual results may differ materially, and no representation is made that any projected result will be achieved. The Company does not undertake to update them except where the law requires.
Independent assessment
Nothing on this website is investment, legal, accounting or tax advice. Prospective investors should assess the securities independently and obtain professional advice appropriate to their circumstances.
Confidentiality
Restricted investment materials are provided solely to their intended recipients. They may not be reproduced, redistributed or disclosed except as expressly permitted by the Company or by applicable law.
Priority of definitive documents
Where securities are lawfully offered, the definitive offering and transaction documents govern their terms. Any summary on this website is necessarily incomplete and must be read with those documents.
Accuracy
The Company seeks to keep the information on this website accurate but does not warrant that it is complete, current or free from error. Nothing in this notice excludes liability that cannot lawfully be excluded.
Terms of Use
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Who these terms are from. This website is operated by VSJ Ventures LTD (the "Company"), an Ontario corporation, number 1000512821, 401 Bay Street, Suite 2702, Toronto.
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Using this website. By accessing or using this website, you agree to comply with these Terms of Use to the extent permitted by applicable law. Our Privacy Policy and Cookie and Similar Technologies Policy explain how personal information and website technologies are handled; they are not contractual terms and do not by themselves constitute consent to processing.
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What this website is. It provides general information about the Company. It is not an offer, a solicitation or advice, and the definitive offering documents, including the Private Placement Memorandum, prevail over anything it says.
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Investment Programme pages. The Investment Programme pages provide information for prospective investors who may lawfully receive it. They are not directed at the United States, the United Kingdom or persons resident in Canada, and access to them does not establish eligibility to subscribe for the Notes.
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Your local law. Access to certain information may be restricted by applicable law. Visitors are responsible for considering the legal requirements that apply to them, and the Company may restrict access where required or considered appropriate. Nothing in these Terms transfers or excludes any regulatory responsibility that applicable law places on the Company.
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Accuracy and availability. Content may change without notice, and we do not promise that the website will always be available or free of error.
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Risk and projections. Investments can lose value, and modelled figures are illustrations, not forecasts.
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Listing status. Admission of the Notes to trading is not approval by any exchange or regulator.
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The investor declarations. Access to restricted investment information is subject to the investor eligibility declarations and access controls shown on the relevant pages.
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No advisory relationship. Access to this website, correspondence with the Company or receipt of general information does not establish an advisory, fiduciary, brokerage, investment-management or other professional client relationship.
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Acceptable use. Subject to applicable legal exceptions, you may not attack, overload, scrape or copy the website by automated means, or use its content to train artificial intelligence systems.
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Our content. The text, design and marks belong to the Company. You may keep pages for your own reference, but you may not republish or distribute them.
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Links. We are not responsible for the content of websites we link to.
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Liability. To the fullest extent permitted by applicable law, the Company is not liable for losses arising solely from the unavailability of this website, temporary interruptions, technical failures or reliance on general informational content. Nothing in these Terms excludes or limits liability for fraud, fraudulent misrepresentation, wilful misconduct or any other liability that cannot lawfully be excluded or limited.
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Indemnity. To the extent permitted by applicable law, you agree to indemnify the Company against reasonable and directly resulting losses, damages and expenses arising from your unlawful use of the website or material breach of these Terms, excluding losses attributable to the Company’s own unlawful conduct.
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Changes. These Terms may be amended from time to time. Revised terms will be published on this website with their effective date, and material changes will be brought to users’ attention where applicable law requires.
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Severability. If any clause is found unenforceable, the rest remain in force.
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Governing law. These Terms are governed by the laws of the Province of Ontario and the applicable federal laws of Canada. Subject to any mandatory rights or jurisdictional protections that cannot lawfully be excluded, the courts of Ontario have exclusive jurisdiction over disputes arising from these Terms.
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Contact. Questions may be sent to info@vsj.ventures.
Privacy Policy
Written to meet Canada’s Personal Information Protection and Electronic Documents Act and, where they apply, the EU and UK General Data Protection Regulations and the Swiss Federal Act on Data Protection.
- Data controller
- VSJ Ventures LTD, 401 Bay Street, Suite 2702, Toronto, Ontario M5H 2Y4, Canada, is responsible for personal information processed through this website, except where another organisation acts as an independent controller. Contact: info@vsj.ventures.
- What we collect
- Information you send us through the website’s contact and document-request forms or by email: your name, institution, email address, telephone number, country and message. Your selections on the Investment Programme access page (country, investor category and declaration), with the date and time, your IP address and the country it indicates, your browser type and the programme pages you open. Technical information needed to deliver and secure the website, such as IP address, browser type and security cookies, processed by our hosting provider, Wix.com Ltd.
- Why we use it
- To review and respond to enquiries and document requests, to show the notices that apply to the Investment Programme pages, to keep a record that securities information was made available only to eligible investors, as the selling restrictions of the Notes require, to keep the website secure, and to meet applicable legal obligations.
- Legal bases
- Where the EU or UK General Data Protection Regulation applies: legitimate interests for enquiries, document requests, website notices and website security; steps taken at your request before entering into a contract, where you ask for documents with a view to investing; legal obligation, where a specific legal duty applies; and consent, where it is required.
- Who receives it
- Our website hosting provider, Wix.com Ltd., and its group companies, which host the website and store form submissions on our behalf; Google, which stores the record of access to the Investment Programme pages in Google Sheets on our behalf; an IP-location service that converts an IP address into a country; our email provider; professional advisers where necessary; and authorities where the law requires or permits. Service providers act under confidentiality and data-protection terms. We do not sell personal information.
- International transfers
- The Company is established in Canada. Our hosting provider, Wix.com Ltd., is established in Israel and stores data in data centres in the United States and Ireland. Google may store the access record in the United States. Canada and Israel are recognised by the European Commission as providing an adequate level of protection; other transfers out of the European Economic Area, Switzerland or the United Kingdom are made under Standard Contractual Clauses or another lawful mechanism.
- How long we keep it
- Only as long as reasonably necessary for the purpose for which it was collected. Enquiries and document requests are kept for 24 months from the last exchange, unless a legal obligation or an investment relationship requires longer. The record of access to the Investment Programme pages is kept for five years.
- Your rights
- You may exercise the rights available to you under applicable data-protection law, including access, correction, deletion, restriction of or objection to processing and, where applicable, data portability. Requests will be addressed within the time limits set by applicable law, subject to permitted exceptions and extensions. Send requests to info@vsj.ventures.
- Security
- The Company maintains technical and organisational safeguards appropriate to the information processed and the risks involved. No internet transmission or electronic storage can be guaranteed to be completely secure.
- Cookies and similar technologies
- Explained in our Cookie and Similar Technologies Policy. Non-essential technologies are not activated without the consent that applicable law requires.
- Complaints
- You may contact us about any privacy concern, and you may complain to the Office of the Privacy Commissioner of Canada or to another competent data-protection authority where applicable law gives you that right.
- Changes
- We may amend this policy to reflect changes to the website, our processing or the law. Material changes will be communicated where required.