TERMS AND CONDITIONS OF ACCESS TO THIS WEBSITE
PLEASE CAREFULLY READ THE TERMS AND CONDITIONS TO ACCESS THIS WEBSITE SET OUT BELOW (THE “TERMS AND CONDITIONS”), WHICH APPLY TO ALL PERSONS WHO WISH TO VIEW THIS PAGE AND TO ACCESS THE DOCUMENTS CONTAINED ON THIS WEBSITE. THESE TERMS AND CONDITIONS MAY BE AMENDED OR UPDATED. YOU SHOULD THEREFORE READ THEM IN FULL EACH TIME YOU VISIT THIS WEBSITE. BY ACCESSING THIS WEBSITE AND THE INFORMATION CONTAINED IN IT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS BELOW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT ACCESS THIS WEBSITE OR ANY OF THE INFORMATION CONTAINED IN IT.
THE NOTES REFERRED TO HEREIN ARE NOT INTENDED TO BE, AND SHOULD NOT BE, OFFERED OR SOLD TO RETAIL INVESTORS IN THE UNITED KINGDOM OR THE EUROPEAN ECONOMIC AREA OR TO INVESTORS IN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS OR IN ANY OTHER JURISDICTION WHERE TO DO SO WOULD NOT BE LAWFUL.
BCB Yield consists of notes (the “Notes“) issued by one or compartments in BCB Group Securities (the “Fund“), managed by BCB Group Management Sàrl, a company incorporated under the laws of Luxembourg and registered in the Luxembourg Register of Commerce and Companies under number B257021 (the “Manager”). The Fund is a securitisation fund established under the Luxembourg law relating to securitisation of 22nd March 2004. Neither the Fund nor the Manager is currently regulated by the Commission de Surveillance du Secteur Financier, (CSSF). Further details regarding the Notes, including the risks relating to the Notes and a subscription in them, are set out in an offering memorandum, which will be made available only to prospective investors who are eligible to invest in Notes. By accessing this website (which is provided by BCB Digital Limited, a company incorporated under the laws of England and Wales with company number 12071985 (“BCB Digital”)) you will find information in respect of the Notes.
A. Before accessing this website, you:
- Confirm and acknowledge that the materials on this website are not being directed by BCB Digital at, may not be viewed by, and may not be distributed or communicated to:
a. persons located or resident in the United States, its possessions or territories or persons who are U.S. persons (as defined in Regulation S under the United States Securities Act of 1933, as amended (the “Securities Act”));
b. persons inside the United Kingdom other than the following limited categories of United Kingdom persons to whom financial promotions by unauthorised persons may be directed at or made to:
i. persons who have professional experience in matters relating to investments, being investment professionals as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “FPO”); or
ii. high net worth companies, trusts or unincorporated associations falling within Article 49(2)(a) to (d) of the FPO; or
c. persons to whom a communication may otherwise be lawfully made under the laws of the United Kingdom or any other jurisdiction,
each of the persons listed at sub-paragraphs (i), (ii) and (iii) above being a “Relevant Person” and collectively, “Relevant Persons”.
2. Acknowledge and understand that Notes shall not be offered, sold or otherwise made available to and related documentation should not be relied upon by persons who are not Relevant Persons.
3. Represent and warrant to BCB Digital and the Issuer that you are (and any person for whom, or on whose behalf, you are acting is) a person to whom the materials on the website may be lawfully communicated under the laws of all applicable jurisdictions and are not subject to any legal requirements that prohibit or restrict you (or such person) from viewing such materials.
4. You warrant to BCB Digital and the Issuer that you will not offer or sell any Notes referred to on the website, or distribute, transmit or otherwise disseminate any materials or information contained on this website.
5. You represent and warrant to BCB Digital and the Issuer that you have complied and will comply with all applicable provisions of the Financial Services and Markets Act 2000 (as amended, the “FSMA”) of the United Kingdom with respect to anything done by you in relation to any Notes referred to on this website in, from or otherwise involving the United Kingdom.
6. You represent and warrant to BCB Digital and the Issuer that, where you are acting as agent on behalf of a client in connection with the Notes, you make the confirmations, representations, warranties and acknowledgements set out in these Terms and Conditions on behalf of yourself and your underlying client(s).
7. Acknowledge and understand that the documents and communications contained in the website have not been approved by an authorised person for the purposes of Section 21 of FSMA nor has a prospectus been approved under FSMA nor has any regulatory filing been made in the United Kingdom in connection with such documents and communications.
B. By accessing this website you represent, warrant, agree with, and undertake to, BCB Digital and the Issuer that you are a Relevant Person.
C. Additional considerations
The distribution material on this website may be restricted by local law in jurisdictions other than the United Kingdom and failure to comply with such restrictions may constitute a violation of the laws of any such other jurisdiction. Persons accessing this website should inform themselves about, and observe, any such restrictions.
THE NOTES REFERENCED ON THIS WEBSITE HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE OF THE U.S. OR ANY OTHER JURISDICTION IN THE EXCLUDED TERRITORIES. SUCH NOTES MAY NOT BE OFFERED, SOLD OR DELIVERED IN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR APPLICABLE LAWS OF OTHER JURISDICTIONS.
By accessing this website, you represent and warrant to BCB Digital and the Issuer that (i) you are not (and you are not acting for a person who is) resident in the United States and you are not accessing this website from inside the United States, and (ii) you are not a U.S. person, as defined in Regulation S under the Securities Act, and you are not acting for the account or benefit of a U.S. person.
D. Accuracy of Information
The material on this website has no regard to the specific investment objectives, financial situation or particular needs of any recipient and should not be relied on when making any investment decision. The information contained on the website is given at the date of such information and should not be taken to be accurate at any other time. Except for information that is required to be maintained from time to time by the Issuer pursuant to the terms of issue of any relevant Notes or required by applicable law to be made public, BCB Digital and the Issuer are under no obligation to update or keep current the information on this website and no representation or warranty, express or implied, is or will be made in relation to, the accuracy or completeness of the information.
This website and the materials contained on this website do not purport to provide any financial, investment, tax, accounting or legal advice or recommendation. Before you enter into any transaction in relation to any Notes referred to on this website, you should obtain your own independent advice from your professional financial, accounting, legal, regulatory, tax or other advisers.
Each of the Issuer and BCB Digital disclaims, to the fullest extent permitted by law, any liability for any loss, damage or expense howsoever arising from any use of this website or its contents (but this is without prejudice to the rights of an investor in the Notes in the event of a breach by the Issuer of the terms of issue of such Notes).
The materials on this website are provided in electronic form. Information transmitted via this medium may be altered or changed during the process of transmission and neither the Issuer nor BCB Digital accepts any liability or responsibility whatsoever in the event of any such alteration or change during transmission.
Unauthorised use of this website or the materials on this website, including (without limitation) unauthorised access or misuse of any information posted to this website, is strictly prohibited.
E. Governing law and jurisdiction
These Terms and Conditions and any contractual or non-contractual obligations arising out of or in connection with them will be governed by, and construed exclusively in accordance with, English law and the English courts will have exclusive jurisdiction to settle any disputes which may arise out of or in connection with these Terms and Conditions; provided that the Notes and the Issuer are governed by Luxembourg law and are subject to the jurisdiction of the Luxembourg Courts as set out in the documents constituting the Notes.
If you are not permitted, or if you are in any doubt as to whether you are permitted, to view this website or the information contained herein, please exit this website.
I ACKNOWLEDGE AND CONFIRM THAT I HAVE READ, UNDERSTAND AND ACCEPT THE ABOVE TERMS AND CONDITIONS.