THE WEBSITE YOU ARE SEEKING TO ACCESS IS MADE AVAILABLE BY DEVELOP NORTH PLC (THE “COMPANY”) IN GOOD FAITH AND IS PROVIDED FOR INFORMATION PURPOSES ONLY.
THE INFORMATION CONTAINED ON THIS WEBSITE (THE “WEBSITE MATERIALS”) IS NOT DIRECTED AT NOR SHOULD IT BE ACCESSED BY PERSONS LOCATED IN THE UNITED STATES (“US”), AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (THE “EEA”) OR ANY OTHER JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO (EACH A “RESTRICTED JURISDICTION”).
Please read this notice carefully – it applies to all persons who view this website. Please note that the terms set out below may be altered or updated without notice. You should read the following provisions in full each time you visit the site. Viewing the Website Materials you are seeking to access may not be lawful in other jurisdictions.
The Website Materials are for information purposes only and do not constitute or form a part of any offer or invitation to sell or issue, or the solicitation of any offer to purchase or subscribe for, securities. The Website Materials are general in nature and do not in any way constitute investment, tax, legal or other advice.
No securities of the Company have been or will be registered under the US Securities Act of 1933, as amended (the “Securities Act”) or under the securities laws of any state or other jurisdiction of the US and may not be offered, sold or delivered, directly or indirectly, in or into the US, or to or for the account or benefit of any US person (within the meaning of Regulation S under the Securities Act). In addition, the Company has not been, and will not be, registered under the United States Investment Company Act of 1940, as amended. There will be no public offer of securities in the US, Australia, Canada, Japan or the Republic of South Africa, any member state of the EEA or any jurisdiction in which such an offer would constitute violation of the relevant laws or regulations of such jurisdiction.
The Website Materials have not been approved or licensed by the UAE Central Bank, the UAE Securities and Commodities Authority (“SCA”), the Dubai Financial Services Authority (“DFSA”), the Financial Services Regulatory Authority (“FSRA”) or any other relevant licensing authorities in the UAE, and accordingly does not constitute a public offer in the UAE in accordance with the Commercial Companies Law, Federal Law No. 2 of 2015 (as amended), SCA Board of Directors’ Decision No. (13/Chairman) of 2021 on the Regulations Manual of the Financial Activities and Status Regularization Mechanisms (as amended) or otherwise. Accordingly, the Company’s securities have not been and are not being offered to the public in the UAE (including the Dubai International Financial Centre (“DIFC”) or the Abu Dhabi Global Market (“ADGM”) other than in compliance with the laws of the UAE (and the DIFC) governing the issue, offering and sale of securities).
This Website Materials should only be accessed by a limited number of institutional and individual investors in the UAE who meet the criteria of a “Professional Investor” as defined in SCA Board of Directors’ Decision No. (13/Chairman) of 2021 on the Regulations Manual of the Financial Activities and Status Regularization Mechanisms or who otherwise qualify as sophisticated investors (“UAE Qualifying Investor“). Any person accessing the Website Materials should carefully review the Terms and Conditions of the website. By using the Website Materials, you indicate that you accept the Terms and Conditions and that you agree to abide by them. The Company may change the Terms and Conditions. Such changes will be posted on the website. Your access to the website is governed by the version of the Terms and Conditions then in force. If you do not agree to the Terms and Conditions, please refrain from using this website.
If you are not permitted to view this website or are in any doubt as to whether you are permitted to view this website, please exit this website immediately by clicking on the “Decline” button below. The Website Materials must not be released or otherwise forwarded, distributed or sent, directly or indirectly, in whole or in part, to any Restricted Jurisdiction, or any other jurisdiction where the distribution of such materials would or may breach any applicable law or regulation or would require any registration or licensing within such jurisdiction. Persons receiving the Website Materials (including, without limitation, custodians, nominees and trustees) should observe these restrictions and must not, directly or indirectly, in whole or in part, forward, distribute or send them in, into or from any jurisdiction outside the United Kingdom (“UK”) and the United Arab Emirates (“UAE”). Neither the Company, Tier One Capital Ltd (“Tier One”), Cavendish Capital Markets Limited (“Cavendish”) nor any of their respective advisers accept any responsibility for any violation by any person of any of these restrictions.
In addition, the securities referred to herein and on the pages that follow may only be offered: (i) in theUK, to the extent that the securities are permitted to be marketed in the UK pursuant to the Alternative Investment Fund Managers Directive (Directive 2011/ (61/EU) (“AIFMD”) as implemented in the UK by UK statutory instruments and by virtue of the European Union (Withdrawal) Act 2018, and in any EEA jurisdiction to the extent that such securities are permitted to be marketed into the relevant EEA jurisdiction pursuant to the AIFMD (and/or any applicable local implementing measures); or (ii) can otherwise be lawfully offered or sold (including on the basis of an unsolicited request from a ‘professional investor’ (as that term is used in the AIFMD)).
Any person accessing the Website Materials in any jurisdiction should inform themselves about and observe any applicable legal requirements in their jurisdiction. Access to this website is for information purposes only. Any person seeking access to this website represents and warrants to each of the Company Tier One and Cavendish that they are doing so for information purposes only. Making this website available does not constitute an offer to issue or sell, or the solicitation of an offer to subscribe for or buy, securities in the Company. Further, it does not constitute a recommendation by the Company Tier One and Cavendish or any associated company or any other person to subscribe for or buy securities in the Company. The information on this website is general in nature and does not in any way constitute investment, tax, legal or other advice.
Any person accessing the Website Materials should carefully review the Terms and Conditions of the website. By using the Website Materials, you indicate that you accept the Terms and Conditions and that you agree to abide by them. The Company may change the Terms and Conditions. Such changes will be posted on the website. Your access to the website is governed by the version of the Terms and Conditions then in force. If you do not agree to the Terms and Conditions, please refrain from using this website.
None of the Company, Tier One, Cavendish or any other person has, or accepts: (i) any responsibility or duty to update any information, document or announcement contained on this website and the Company reserves the right to add to, remove or amend any information available on this website at any time; or (ii) any responsibility in respect of any information contained on any other website which may be linked to or from this website.
Cavendish which is authorised and regulated in the UK by the Financial Conduct Authority, is acting exclusively for the Company and no-one else in connection with the matters referred to on this website and will not be responsible to anyone other than the Company for providing the protection afforded to clients of Cavendish or for providing advice in relation to any matters referred to on this website. Apart from the responsibilities and liabilities, if any, which may be imposed on Cavendish by the Financial Services and Markets Act 2000, as amended, or the regulatory regime established thereunder, Cavendish does not accept any responsibility whatsoever for the contents of the Website Materials or for any statement made or purported to be made by it, or on its behalf, in connection with the Company. Cavendish accordingly disclaims all and any liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of the Website Materials or any such statement.
By clicking ‘I understand and agree’ below, you represent, warrant and agree that:
YOU ARE LOCATED IN THE UK; OR
IF YOU ARE ACCESSING THIS WEBSITE FROM WITHIN THE UAE, YOU ARE A UAE QUALIFYING INVESTOR AND REPRESENT, WARRANT AND AGREE (I) THAT YOU UNDERSTAND THAT THE COMPANY’S SECURITIES HAVE NOT BEEN APPROVED OR LICENSED BY OR REGISTERED WITH THE UAE CENTRAL BANK, THE SCA, THE DFSA, THE FRSA OR ANY OTHER RELEVANT LICENSING AUTHORITIES OR GOVERNMENTAL AGENCIES IN THE UAE; (II) YOU WILL NOT PROVIDE THE WEBSITE MATERIALS TO ANY OTHER PERSON AND WILL NOT REPRODUCE THE WEBSITE MATERIALS OR USE THEM FOR ANY OTHER PURPOSE; AND (III) THAT YOU ARE ENTITLED TO DO SO UNDER THE LAWS OF THE UAE.
YOU ARE NOT ACCESSING THIS WEBSITE FROM WITHIN THE US OR FROM ANY OTHER RESTRICTED JURISDICTION; AND
YOU ARE NOT A U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT) OR OTHERWISE RESIDENT IN THE US OR ANY OTHER RESTRICTED JURISDICTION; AND
YOU ARE NOT INVESTING OR OTHERWISE ACTING FOR THE ACCOUNT OR BENEFIT OF A US PERSON OR A RESIDENT OF THE US OR ANY OTHER RESTRICTED JURISDICTION; AND
YOU ARE ACCESSING THIS WEBSITE FOR INFORMATION PURPOSES ONLY; AND
YOU WILL NOT TRANSMIT OR OTHERWISE SEND ANY INFORMATION CONTAINED IN THIS WEBSITE TO ANY PERSONS (I) IN THE US; OR (II) WHO ARE U.S. PERSONS OR (III) IN ANY OTHER RESTRICTED JURISDICTION; AND
YOU HAVE READ, UNDERSTOOD AND AGREE TO THE ABOVE.
If you cannot so represent, warrant and agree, you must click the button labelled ‘I decline’ or otherwise exit this website.
