Exceptional is the rule
1. Important information
The information on this Website does not constitute an offer or solicitation of an investment in any country in which such an offer or solicitation is not authorised or to any person to whom it is unlawful to make such an offer or solicitation. However, the distribution of information contained on this Website in certain countries may be restricted by law and persons who access it are required to inform themselves and to comply with any such restrictions. Persons interested in receiving further information about any investment should inform themselves as to: (i) the legal requirements within the countries of their nationality, residence, ordinary residence or domicile; (ii) any foreign exchange control requirement which they might encounter; and (iii) the income tax and other tax consequences which might be relevant.
Information for investors in the United Kingdom
The information on this Website is issued by us only to and/or is directed only at persons who are professional clients or eligible counterparties for the purposes of the FSA Conduct of Business Sourcebook. No other persons (i.e., persons who are retail clients for the purposes of the FSA rules) should act or rely upon the information available on this Website.
Information for investors in the United States of America
The information on this Website is not communicated for the account or benefit of any “US Person” except pursuant to the exemption provided by Section 4(2) of the United States Securities Act of 1933 (“the 1933 Act”) and Regulation D promulgated thereunder to US Persons that are "accredited investors" (as defined in Rule 501(a) of Regulation D under the 1933 Act) and “qualified purchasers” (as defined in Section 2(a)(51) of the United States Investment Company Act of 1940).
Risk factors and other information
Nothing contained on this Website constitutes investment, legal, tax or other advice, nor is it to be relied upon when making investment or other decisions. The information on this Website is available for information purposes only. You should obtain relevant and specific professional advice before making any decision to enter into an investment transaction.
2. Your use of this Website
By accessing this Website, you acknowledge and agree that you have accessed and will access this Website at your own initiative and that Matterhorn is not soliciting any action based on the materials contained on this Website.
These terms and conditions (the “Terms”) set out the terms on which you may make use of this Website and apply to every page of this Website, whether or not these Terms appear on each individual page. Please read these Terms carefully before you start to use this Website. By using this Website, you have indicated that you accept these Terms and that you agree to abide by them. If you do not agree to these Terms, please refrain from using this Website.
You must NOT use this Website (or permit or procure others to use it) as follows:
(A) for any unlawful, improper or illegal purpose or activity;
(B) to communicate or receive information that is obscene, indecent, pornographic, sadistic, cruel, or racist in content, of a sexually explicit or graphic nature, which promotes or incites discrimination, hatred or racism or which might be legally actionable for any reason;
(C) in a manner intended to threaten, harass, or intimidate;
(D) to violate Matterhorn’s or any third party's copyright, trademark, proprietary or other intellectual property rights;
(E) to damage Matterhorn’s name or reputation or that of Matterhorn’s affiliated companies or any third parties;
(F) to impersonate any of Matterhorn’s employees or other person or use a false name while using this Website or implying an association with Matterhorn;
(G) to penetrate Matterhorn’s security measures or other entities' systems ("hacking");
(H) to transmit unsolicited voluminous emails (for example, spamming) or to intercept, interfere with or redirect email intended for others using this Website;
(I) to generate excessive amounts of internet traffic, to interfere with Matterhorn ’s network or other’s use of this Website or to engage in activities designed to or having the effect of degrading or denying service to users of this Website or others;
(J) to introduce viruses, worms, harmful code and/or Trojan horses onto the internet or into this Website or any other entity’s systems and it is your responsibility to ensure that whatever you download or select for your use from this Website is free from such items;
(K) to post or transmit information that is defamatory, fraudulent or deceptive, including but not limited to scams such as "make-money-fast" schemes or "pyramid/chain" letters; and/or
(L) to transmit confidential or proprietary information, except solely at your own risk. When using this Website, you must comply with all applicable local, national and international laws and regulations, including those related to data privacy, international communications and exportation of technical or personal data. It may be illegal to download the information contained on this Website in certain countries and Matterhorn and its affiliated companies disclaim all responsibility if you download any information from this Website in breach of any law or regulation of the country in which you reside.
3. Liability for use of this Website
Access to this Website is permitted on a temporary basis and Matterhorn reserves the right to withdraw or amend the service it provides on this Website without notice. Matterhorn does not accept any liability if for any reason this Website is unavailable at any time or for any period. The materials and information displayed on this Website are provided without any guarantees, conditions or warranties as to accuracy or completeness and are not intended to amount to advice on which reliance should be placed. Matterhorn disclaims all liability and responsibility arising from any reliance placed on such materials and information by any visitor to this Website, or by anyone who may be informed of any of its contents.
Information and opinions contained on this Website have been compiled or arrived at by Matterhorn from sources believed to be reliable. However, to the extent permitted by law, Matterhorn, their affiliated companies and other third parties connected to Matterhorn hereby expressly exclude all conditions, warranties, representations and other terms which might otherwise be implied by statute, common law or the law of equity and any liability for any direct, indirect or consequential loss or damage of any kind incurred by any user in connection with this Website or in reliance on the information or opinions contained in it, or in connection with the use, inability to use, or results of the use of this Website or any websites linked to it or materials posted on it. This does not affect Matterhorn’s liability for any loss or damage which cannot be excluded or limited under applicable law and does not exclude or restrict any duty or liability that Matterhorn has to their customers under the regulatory system in the United Kingdom.
The internet is not a completely reliable transmission medium and neither Matterhorn nor any of its affiliated companies accept any liability for any data transmission errors such as data loss or damage or alteration of any kind or for the security or confidentiality of information transmitted across the internet to or from Matterhorn or any of its affiliated companies. Any such transmission of information is entirely at your own risk. This does not exclude or restrict any duty or liability that Matterhorn has to its customers under the regulatory system in the United Kingdom.
Where this Website contains links to other sites and resources provided by third parties, these links are provided for your information only. Matterhorn has no control over the contents of those websites or resources and neither Matterhorn nor any of their affiliated companies make any representation as to the accuracy or completeness of such websites or resources and have not and will not review or update them. Neither Matterhorn nor any of their affiliated companies accept any responsibility for websites and resources provided by third parties or for any loss or damage that may arise from your use of them. This does not exclude or restrict any duty or liability that Matterhorn has to its customers under the regulatory system in the United Kingdom.
4. Intellectual property rights
Matterhorn is the owner or the licensee of all intellectual property rights in this Website, and in the materials published on it. Those works are protected by laws and treaties around the world. All such rights are reserved. You may use the materials on this Website and download and reproduce them in hard copy for your own reference only provided you retain all copyright and other proprietary notices. Such materials may not otherwise be reproduced, distributed, stored in a data retrieval system, linked to, modified or transmitted, in any form or by any means (electronic, mechanical, photocopying, recording or otherwise) without the prior written consent of Matterhorn Investment Management LLP. Nothing on this Website should be construed as granting any licence or right in relation to any of Matterhorn’s trademarks or those of their affiliated companies or any third party.
5. Law and variation
These Terms are governed by and shall be construed in accordance with the laws of England and Wales. English courts will have exclusive jurisdiction over any dispute arising from, or related to, use of this Website and it is a condition of using this Website that you waive any objection to proceedings in such courts on the grounds of venue or that proceedings have been brought in an inconvenient forum, although Matterhorn retain the right to bring proceedings against you for breach of these Terms in your country of residence or any other relevant country.
Matterhorn may revise these Terms at any time by amending this page. You are expected to check this page from time to time to take notice of any changes Matterhorn make, as these are binding on you.
6. Your personal data
Matterhorn may collect and process the following data about you in accordance with these Terms:
(A) information that you provide by filling in any forms on this Website, including information provided at the time of registering to use this Website, subscribing to Matterhorn ’s service, posting material or requesting further services;
(B) if you contact Matterhorn, Matterhorn may keep a record of that correspondence;
(C) Matterhorn may ask you to complete surveys for research purposes, although you do not have to respond to them; and
(D) details of your visits to this Website and the materials and information that you access, for the following purposes:
(1) to ensure that content from this Website is presented in the most effective manner for you and for your computer;
(2) to provide you with information, products or services that you request from Matterhorn or which Matterhorn feel may interest you, where you have consented to be contacted for such purposes;
(3) to determine your suitability to be granted access to this Website;
(4) to allow you to participate in interactive features of Matterhorn’s service, when you choose to do so;
(5) to notify you about changes to Matterhorn’s service;
(6) to service your investments and perform all other related activities; and
(7) to pass your information to other companies in the Matterhorn group and/or agents and service providers to perform any of the above tasks.
7. Disclosure of your personal data
Matterhorn may disclose your personal data to it affiliated companies outside the European Economic Area for the purposes stated above. We may also disclose your personal data to third parties located outside the European Economic Area:
(A) in the event that Matterhorn sells or buys any business or assets, in which case Matterhorn may disclose your personal data to the prospective seller or buyer of such business or assets;
(B) if Matterhorn or substantially all of its assets are acquired by a third party, in which case personal data held by it about its clients will be one of the transferred assets; and
(C) if Matterhorn is under a duty to disclose or share your personal data in order to comply with any legal obligation, or in order to enforce or apply the Terms of this Website or other agreements, or to protect the rights of Matterhorn, their customers, or others. By using this Website, you consent to processing of your personal data in accordance with these Terms and you warrant that all data provided by you is accurate.
Matterhorn may obtain information about your general internet usage by using a cookie file which is stored on the hard drive of your computer, for the purposes of systems administration and statistical analysis. Cookies contain information that is transferred to your computer's hard drive and help Matterhorn to improve this Website and to deliver a better and more personalised service to you, including by storing information about your preferences and to recognise you when you return to this Website.
Should you be granted access to the restricted pages on the Website, you agree to the additional Terms and Conditions below:
ADDITIONAL TERMS AND CONDITIONS OF USE OF THE WEBSITE
1. Important information
The information on this Website does not constitute an offer or solicitation of any of the Matterhorn funds (the “Fund[s]”) in any country in which such an offer or solicitation is not authorised or to any person to whom it is unlawful to make such an offer or solicitation. Persons interested in receiving further information about the Fund[s] should inform themselves as to: (i) the legal requirements within the countries of their nationality, residence, ordinary residence or domicile for such acquisition; (ii) any foreign exchange control requirement which they might encounter; and (iii) the income tax and other tax consequences which might be relevant.
The Fund[s] referred to on this Website are not registered in any jurisdiction for public distribution and shares in the Fund[s] are not available and a prospectus in respect of it will not be distributed to persons resident in any territory where such distribution would be contrary to the legal requirements of that country.
In order to access information about the Fund[s] on this Website you will need to be an “Authorised User”. An Authorised User is a person who has been provided with a username and password by Matterhorn and is therefore:
(A) an existing investor who has been categorised by Matterhorn as a professional client or eligible counterparty for the purposes of the FSA rules; or
(B) a person who has completed Matterhorn’s registration procedure and who Matterhorn is satisfied can be categorised as a professional client or eligible counterparty for the purposes of the FSA rules.
By using, and continuing to use, this Website you acknowledge and agree that:
(A) you are an Authorised User;
(B) the information you have provided in order to be able to access information about the Fund[s] is accurate and correct. If such information becomes out of date or incorrect you must inform us immediately; and
(C) you have accessed and will continue to access this Website at your own initiative and that Matterhorn is not soliciting any action based upon the material contained on this Website
We reserve the right to deny you access to this Website, or immediately suspend or terminate your access to this Website.
The Fund[s] referred to on this Website is an unrecognised collective investment scheme for the purposes of the Financial Services and Markets Act 2000 of the United Kingdom (the “Act”). The promotion of the Fund[s] in the United Kingdom is accordingly restricted by law. The information on this Website is issued by Matterhorn only to (and/or is directed only at) persons who are professional clients or eligible counterparties for the purposes of the FSA Conduct of Business Sourcebook. To the extent that the Fund and/or any investment services are referred to on this Website, they are only available to such persons and other persons should not act or rely on information available on the Website.
This Website is exempt from the scheme promotion restriction (in Section 238 of the Act) on the communication of invitations or inducements to participate in unrecognised collective investment schemes on the grounds that it is being directed at only the types of person referred to above.
Information for Investors in the United States of America
The shares (the “Shares”) in the “Fund[s]” have not been and will not be registered under the United States Securities Act of 1933, as amended (“the 1933 Act”) or the securities laws of any of the states of the United States, nor is such registration contemplated. The Shares may not be offered, sold or delivered directly or indirectly in the United States or to or for the account or benefit of any “US Person” except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the 1933 Act and any applicable state laws.
The Shares are being offered outside the United States pursuant to the exemption from registration under Regulation S under the 1933 Act and inside the United States in reliance on Regulation D promulgated under the 1933 Act and Section 4(2) thereof. There is no public market for the Shares and no such market is expected to develop in the future. The Shares offered hereby are subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the 1933 Act and applicable state securities laws pursuant to registration or exemption therefrom.
The Fund[s] has/have not been and will not be registered under the United States Investment Company Act of 1940, as amended (the "1940 Act") pursuant to the provisions of Section 3(c)(7) of the 1940 Act, which excludes from the definition of “investment company” a privately offered fund that is organised outside the US and whose US Person security holders consists exclusively of “qualified purchasers”, as defined in Section 2(a)(51) of the 1940 Act.
The Fund[s] may arrange or permit the private placement in the United States of a portion of the Shares under the exemption provided by Section 4(2) of the 1933 Act and Regulation D promulgated thereunder to US Persons that are "accredited investors" (as defined in Rule 501(a) of Regulation D under the 1933 Act) and “qualified purchasers” (as defined in Section 2(a)(51) of the 1940 Act), under restrictions and other circumstances designed to preclude a distribution that would otherwise require registration of the Shares under the 1933 Act, cause the Fund[s] to become subject to the registration requirements of the 1940 Act, oblige the Fund[s] or the Investment Manager to comply with requirements under the United States Commodity Exchange Act, or cause the assets of the Fund[s] to be "plan assets" for the purposes of the United States Employee Retirement Income Security Act of 1974, as amended ("ERISA"), including presentation by such investors, prior to the delivery to them of Shares, of subscription documentation containing specified representations and agreements.
The Fund[s] will not accept any subscriptions from investors that are employee benefit plans subject to Title I of ERISA, certain tax qualified plans subject to Section 4975 of the United States Internal Revenue Code of 1986, as amended, or other entities deemed to hold assets of such plans (together, "Benefit Plans") if after such subscription the Shares of any class held by Benefit Plans would be 25 per cent or more of the total outstanding Shares of that class. If the Shares of any class held by Benefit Plans were to exceed this 25 per cent limit, that specific Fund’s assets might be considered "plan assets" under ERISA, which could result in adverse consequences to the Fund, Matterhorn and the fiduciaries of the Benefit Plans.
RISK FACTORS AND OTHER INFORMATION
Past performance may not be repeated and should not be seen as a guide to future performance. The value of the Fund[s] and any income therefrom may go down as well as up and investors may not get back the original amount invested. Your capital could be at risk. You are not certain to make money from your investments and you may lose money. Exchange rates may cause the value of overseas investments and the income therefrom to rise and fall.
The levels and bases of and reliefs from taxation may change. Any tax reliefs referred to are those currently available and their value depends on the circumstances of the individual investor. Investors should consult their own tax adviser in order to understand any applicable tax consequences.
Nothing contained on this Website constitutes investment, legal, tax or other advice, nor is it to be relied upon when making investment or other decisions. The information on this Website is provided solely on the basis that you make your own investment decisions. You should obtain relevant and specific professional advice before making any decision to enter into an investment transaction.
An application for shares in a Fund should only be made having read fully the relevant prospectus. It is your responsibility to use such prospectus and by making an application you will be deemed to represent that you have read such prospectus and agree to be bound by its contents.
We may have holdings in the Fund[s] and may otherwise be interested in transactions that you effect in the Fund.
2. Username and Password
You will be provided with a username and password to access this Website. You must treat this information as confidential and you must not disclose it to any third party or allow any third party to access this Website using your username or password. You are responsible for any use of this Website by any third party to whom you have disclosed your username and/or password. You agree to notify Matterhorn immediately if you suspect any unauthorised use of this Website or of your username or password.
3. Termination and suspension of access to this Website
Matterhorn reserves the right to deny you access to this Website, or immediately to suspend or terminate your access to this Website, or to disable any username or password (whether chosen by you or allocated by Matterhorn) at any time if your use of this Website (in Matterhorn’s sole discretion) in any manner breaches these Terms.