Disclosures

Privacy policy

Vertigain LLC (“Vertigain”, “we”, “us”) operates this website and the investor document portal. This policy explains what personal information we collect through them, why we hold it, how long we keep it, and what you can ask us to do with it.

It covers this website only. Information you provide in subscription documents or other offering paperwork is governed by those documents and by the privacy notice you receive with them.

Who is responsible

Vertigain LLC is responsible for the information described here. Privacy questions go to compliance@vertigain.com.

What we collect from the public site

If you send us a message through the contact form, we receive and store:

• your first and last name;
• your email address;
• your organisation, if you give one;
• the routing category you selected;
• the message itself;
• the IP address the message was sent from, and the time it arrived.

The form deliberately does not ask for account numbers, tax identifiers, financial details, or any statement about whether you qualify as an investor. Please do not include those in your message — it reaches us over an unauthenticated channel.

What we collect if you have portal access

For an investor account we hold:

• the name and email address of the contact the account is issued to;
• the legal entity name and investor reference code of the investor it belongs to;
• your password, stored only as a salted hash — we cannot read it and cannot tell you what it is;
• the shared secret for your authenticator app, and your unused recovery codes.

What the portal records automatically

We keep an access record because we have to be able to show which documents were made available to which investor, and when each was opened. Specifically:

• every sign-in attempt, successful or not, with the time, the IP address, the browser user agent, and the outcome;
• every document download or attempted download, with the time, the IP address, the user agent, and whether it succeeded or was refused;
• password changes, authenticator enrolments, and recovery code use.

These records are append-only. Nobody at Vertigain can edit or delete them through the application, and the database account the application uses has no permission to try.

Cookies

We set three cookies, all strictly necessary to operate the site:

• vg_entry_ack — records that you dismissed the notice shown on your first visit, so it is not shown again. Deleted when you close your browser.
• vg_auth — keeps you signed in to the portal. Expires after 30 minutes of inactivity and, in every case, 12 hours after you signed in.
• vg_csrf — protects forms against cross-site request forgery.

We use no analytics, no advertising, and no third-party tracking of any kind. There is nothing on this site to opt out of.

Why we hold it

• to answer enquiries sent through the contact form;
• to operate the portal, authenticate you, and show you the documents you are entitled to;
• to meet our record-keeping obligations as a fund manager;
• to protect the service — rate limiting, bot checks on the contact form, and malware scanning of uploaded documents.

Who else sees it

• Contabo, which hosts the server. It is located in a United States datacenter and your information is processed there.
• Zoho Corporation, whose Zoho Mail service delivers activation, password reset, and document notification emails. It sees your email address and the subject line.
• Our fund administrator, auditors, and professional advisers, where they need it to do their work for us.
• Regulators, law enforcement, or courts where we are legally required to disclose.

We do not sell personal information and we do not share it for advertising or any similar purpose.

How long we keep it

• Authentication and document-access records: at least six years, to meet our record-keeping obligations.
• Contact form submissions: three months, after which they are deleted automatically.
• Backups are taken nightly and retained for 30 days, then monthly for a year, then annually for seven years.

Removing something from the live system does not immediately remove it from backups; it ages out on the schedule above.

How we protect it

• Documents are encrypted at rest with AES-256-GCM, under a key held outside the database.
• All traffic to this site is encrypted in transit.
• Multi-factor authentication is mandatory on every account. There is no setting that turns it off.
• Passwords must be at least 12 characters and are checked against known breach corpora when set.
• Entitlement is re-checked on every request and again immediately before a document is sent, so access is never granted from a stale page.

Your choices

• You can ask what personal information we hold about you.
• You can ask us to correct it. Email addresses on portal accounts are changed by us rather than by you — the address is how we would reach you if your account were compromised.
• You can ask us to delete information, but we must keep records we are legally required to retain, including the access records described above.
• You can complain to us at compliance@vertigain.com, or to your data protection authority where one applies to you.

To exercise any of these, write to compliance@vertigain.com. We will ask you to verify your identity before we act, and we will respond within the period the applicable law allows. An authorised agent may act for you if they provide written proof of authority.

If you are in California

In the twelve months before the date at the top of this page we collected the categories of personal information described above: identifiers such as name, email address, and IP address; internet and network activity, being the sign-in and document-access records; and professional information, being the organisation you gave us. We collected it from you directly and from your use of this site, for the purposes listed under “Why we hold it”.

We have not sold personal information, and have not shared it for cross-context behavioural advertising, in that period or at any time. We do not use or disclose sensitive personal information for any purpose that would give you a right to limit it.

Subject to the exceptions in the law, you may ask us to tell you what we have collected about you, to correct it, or to delete it, and we will not treat you differently for asking. Some of the information we hold about investors is collected under the Gramm-Leach-Bliley Act and is handled under the privacy notice you receive with your fund documents rather than under this policy.

Children

This site is not directed at children and we do not knowingly collect information from anyone under 18.

Changes to this policy

We will post any change here and update the date at the top of this page. If a change materially affects investors, we will tell them directly.

Terms of use

1. What these terms cover

These terms govern your use of this website and of the Vertigain investor document portal. By using either, you accept them. If you do not accept them, do not use the site.

2. Nothing here is an offer

Nothing on this website is an offer to sell, or a solicitation of an offer to buy, any security or any interest in a Vertigain fund, and nothing here should be relied on in connection with any investment decision.

Interests in Vertigain funds are available only to eligible investors, only by means of formal offering documents, and only in jurisdictions where such an offer would be lawful. Where this website and the offering documents differ, the offering documents govern.

3. Nothing here is advice

The material on this site describes our investment approach in general terms. It is not investment, legal, accounting, or tax advice, it is not a recommendation, and it takes no account of your particular circumstances or objectives.

4. Risk

Investing involves risk, including the possible loss of principal. There is no assurance that any strategy will achieve its objectives or that the market conditions described will occur as anticipated. Descriptions of investment approach are general, are subject to change, and do not describe every circumstance in which a strategy may operate.

5. Portal access

Portal accounts are issued by Vertigain to investors. There is no self-registration, and an account is personal to the individual it is issued to.

If you hold an account, you agree to:

• keep your password and recovery codes confidential;
• not share your account or let anyone else sign in as you;
• keep multi-factor authentication enrolled and working;
• tell us promptly at compliance@vertigain.com if you think your account has been compromised;
• not attempt to reach documents that have not been made available to you.

We may suspend or withdraw access at any time, and will normally do so immediately if we believe an account has been compromised or misused.

6. Documents are confidential

Capital account statements, tax documents, fund letters, financial statements, and notices made available through the portal are confidential and are provided for your own use in connection with your investment.

You may share them with your own professional advisers where they need them and are bound to keep them confidential, and where you are legally required to disclose them. Otherwise please do not redistribute them.

7. Acceptable use

You agree not to:

• circumvent, or attempt to circumvent, any access control on this site;
• scrape, crawl, or bulk-download material from it;
• probe, scan, or test the security of the site or its infrastructure;
• upload anything containing malicious code;
• misrepresent who you are or who you act for;
• interfere with the operation of the service or with anyone else's use of it.

8. Accuracy and availability

This site is provided as it stands. We prepare its content in good faith but do not warrant that it is complete, accurate, or current, and we may change it without notice. We do not warrant that the site will be available uninterrupted or free of error.

9. Disclaimers and limitation of liability

This site is provided as it stands and as available. To the fullest extent permitted by law we disclaim all warranties, express or implied, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement, and we do not warrant that the site will be uninterrupted, timely, secure, or free of error.

To the fullest extent permitted by law, neither Vertigain LLC nor its members, officers, employees, or agents will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or in connection with your use of this site — whether the claim is brought in contract, in tort including negligence, or otherwise, and whether or not we were told such loss was possible.

Our total liability arising out of or in connection with your use of this site will not exceed one hundred United States dollars (US$100).

Nothing in these terms limits or excludes anything that cannot lawfully be limited or excluded. In particular:

• nothing here limits liability for fraud or fraudulent misrepresentation;
• nothing here waives, limits, or otherwise affects any right or remedy you may have under the federal securities laws of the United States, or any obligation we owe under them, and any provision that purported to do so would be void to that extent; and
• nothing here limits or replaces any obligation we owe under the offering documents of any Vertigain fund. Where those documents and these terms differ, those documents govern.

10. Intellectual property

The content, design, and marks on this site belong to Vertigain LLC or are used under licence. You may view and print material for your own use in connection with your investment or your consideration of it, and not otherwise.

11. Links to other sites

Where this site links elsewhere, we do not control that destination and are not responsible for its content or its privacy practices.

12. Governing law and disputes

These terms, and any dispute arising out of or relating to them or to your use of this site, are governed by the laws of the State of California, without regard to its conflict of law rules.

You and Vertigain agree that the state and federal courts located in Los Angeles County, California have exclusive jurisdiction over any such dispute. Each of us consents to the personal jurisdiction of those courts and waives any objection that they are an inconvenient forum.

This section governs your use of this website only. Your investment in any Vertigain fund is governed by that fund's offering documents, which contain their own governing law and dispute provisions; those provisions control for anything concerning the investment itself.

Nothing in this section waives compliance with any provision of the federal securities laws or any rule made under them.

13. Changes to these terms

We may change these terms. Changes take effect when posted here, and the date at the top of this page will be updated. Continuing to use the site after that is acceptance of the change.

14. Contact

Questions about these terms go to compliance@vertigain.com.

Past performance disclaimer

This website presents no performance figures for any Vertigain fund — no returns, no ratios, no assets under management. That is deliberate.

Where we do provide performance information to eligible investors, in offering documents, capital account statements, or fund letters, the following applies to it:

• Past performance is not indicative of, and is no guarantee of, future results.
• No representation is made that any strategy will achieve its objectives, avoid losses, or perform as it has in the past.
• Any hypothetical or backtested result carries inherent limitations. It is prepared with the benefit of hindsight, does not reflect actual trading or the effect of trading on market conditions, and no assurance is given that any account would have achieved it.
• Figures are unaudited unless they are expressly identified as audited.
• An individual investor's result will differ from a fund's, depending on when they invested and on the terms applying to them.

How we present performance when we do

Where we show a return net of fees and expenses we say so, and we show the corresponding gross figure alongside it for the same period, calculated the same way and given equal prominence. Where we show the performance of part of a portfolio rather than the whole, we identify it as such and make the performance of the whole available.

We do not present hypothetical, model, or backtested performance in any material intended for a general audience. Where such figures are provided to a specific recipient who has the resources to evaluate them, they are identified as hypothetical and accompanied by the assumptions, limitations, and risks that apply.

Fees and expenses reduce returns, and their effect compounds over time. A description of the fees applying to an investment is in the relevant fund's offering documents.

If you have been shown a performance figure by Vertigain and cannot tell how it was calculated, ask us at ir@vertigain.com and we will explain it.

Regulatory filings

Vertigain LLC is not a broker-dealer and is not a member of FINRA or SIPC. Interests in Vertigain funds are not registered under the Securities Act of 1933, are offered in reliance on the exemption in Rule 506(b) of Regulation D, and are subject to restrictions on transfer; notices of sale on Form D are filed with the Securities and Exchange Commission and can be read on EDGAR at sec.gov/edgar/search. Neither the Commission nor any state securities regulator has approved or disapproved of any interest in a Vertigain fund, or passed upon the accuracy or adequacy of any material describing one.