Terms of Service

Introduction

The platform is operated by Altive Limited (“we” , “Altive” or “Company”), an asset management company licensed with the Securities and Futures Commission (CE no. BPK587) to carry on business in Type 4 (advising on securities) and Type 9 (asset management) regulated activities in Hong Kong under the Securities and Futures Ordinance (Cap. 571) (“SFO”). Altive is an alternative investment platform at https://www.altive.com which provides professional investors (which includes Professional Investors as defined under the Securities and Futures Ordinance of Hong Kong, Wholesale Clients within the meaning of the Corporations Act 2001 of Australia, Professional Investors as defined under Securities and Futures Act of Singapore or the respective local jurisdictions, as defined under relevant local regulations from time to time) an access to top tier alternative investment funds (the “Site”). This webpage has not been reviewed by the Securities and Futures Commission.

Only professional investors (“Investors”), as defined here, could access the Site and the services offered by the Site and the Company. Investors must understand the risk of investing in such asset classes, including no protection of the principals and illiquidity. Investors may also receive confidential information and must commit to certain confidentiality obligations.

By using the Site, including by simply viewing the Content on it, you are agreeing that you, and each person you allow to access the Site through your account, will abide by the terms of these Terms of Service (the “Agreement”), which is set forth in its entirety below. This Agreement is between the Company and you, and it governs your access to and use of the services, websites, and applications offered by the Company (the “Services”). Your access to and use of the Services are conditioned on your acceptance of and compliance with this Agreement.

The Site is not directed to any person in any jurisdiction where (by reason of that person’s nationality, residence or otherwise) the publication or availability of the Site is prohibited. Persons in respect of whom such prohibitions apply must not access the Site. For more information, see Section XII(1) (Availability of Services).

Capitalized terms used herein are defined in Section XIV (Definitions) of this Agreement.

I. General Securities Laws Principles

You would qualify to invest with Altive if you meet certain criterias, including but not exclusive to sufficient prior investment experiences and minimum net worth benchmarked to the definition of professional investors in Hong Kong SAR under SFO, Wholesale Clients within the meaning of the Corporations Act 2001 of Australia, Professional Investor as defined under Securities and Futures Act of Singapore, or the respective local jurisdictions. Each investor is required to represent that they comply with the applicable regulations and laws upon registration on Altive platform. Furthermore, you agree and knowledge that Altive may from time to time request from you supportive documentation demonstrating your status as professional investors. You may lose your access to the website and/ or the investments if you fail to respond to Altive’s reasonable requests.You must make your own assessment regarding regulatory requirements as may be applied to your activities on the Site.

II. User Obligations

1. To Act Responsibly. You are promising to act responsibly – which means:

1. You are making the following Promises:

1. Requirements to Use the Services.

• That you have the right, authority, and capacity to enter into this Agreement on your own behalf and on behalf of any entity for whom you are acting. You promise to abide by all of the terms and conditions contained herein, and that if any aspect of your use of Altive Services violates provisions of the law to which you are subject, you will cease using the Services and Altive would have the right to close your account;
• You agree not to impersonate any other person or entity or to use a false name or email address that you are not authorised to use with the intent to impersonate that person or for any other reason;
• You shall keep confidential, shall not use for any purpose not permitted in these Terms and shall not disclose your password in your use of the Site;
• That you will update your registration information with the Company as needed so that it remains true, correct and complete;
• That you will conduct yourself in a professional manner in all your interactions with Altive and with any other Altive community member, including but not limited to our subsidiaries, affiliates, officials, employees or personnels; and
• That you agree to be bound by the terms of the Non-Disclosure Agreement.

2. Requirements related to Investments.

• That you will only invest in a feeder fund or other products offered through the Site after carefully reviewing and assessing the terms of the investment, including but not limited to the related private placement memorandum, subscription agreement and organizational documents as well as all other related information provided through the Site;
• That you will use your own judgment before making any decision to invest, and understood that the value of investments and any income generated may fluctuate and is not guaranteed;
• That you agree to be bound by the terms of the Non-Disclosure Agreement.
• That you will be solely responsible for complying with applicable laws regarding any transaction made with Altive, including without limitation any representation that you are an investor qualified to invest via the Site and whether any investment complies with the terms of local law (whether the law of the country you reside in or of any foreign government with jurisdiction over you);
• Prior to making investment decisions, you should conduct a thorough investigation and obtain all necessary professional advice, including legal, tax, accounting and other advice (i.e., consult with an attorney);
• You understand that it is your responsibility to review and to understand any investment you made by reviewing the constitutive and offering documents (“Fund Documents”). The Content on this Site is qualified in its entirety by the terms applicable to the investment funds as set out in the Fund Documents and should be read together with such Fund Documents; and
• That you have reviewed and understood the discussion of risks made available with the investment documentations on the Site, and that you are otherwise aware of the risks of making alternative investments.

2. You promise not to:

1. Expect Altive to provide investment advice, offer, solicitation or recommendation to deal in any securities or investments;
2. Treat any Content, email or other information you receive as a result of your access to the Services as a recommendation or representation of any kind by Altive, an affiliate of Altive or any employee, officer, director, representative or other agent of the foregoing (each a “Company Person”) on which you should rely unless such information has been expressly identified as created by a Company Person;
3. Claim any ownership rights in any material, software or other intellectual property displayed on, published by or otherwise available through the Site, excluding the Content, software or intellectual property that you own or otherwise have rights to without regard for its appearance on the Site;
4. Reproduce, store in a retrieval system, or transmit, in any form or by any means, the Content except as specifically allowed in this Agreement;
5. Use any Content, or any part of the information in any means obtained from Company Persons, investors, or otherwise through your use of the Services, for commercial or investment activity outside of the Services, without prior written approval from the Company;
6. Claim any right to access, view or alter any source code or object code of Altive;
7. Use the Site to market services, including but not limited to investment advisory services, that might cause Altive to have to register as an investment adviser with a local regulator; or
8. Market competing services to people you’ve identified through Altive.

2. Indemnify Altive and Related Parties. You are promising to hold the Company harmless against any damage that may happen to us as a result of your use of the Site and Services.

1. Indemnity. You agree to indemnify and hold the Company and any Company Person harmless (including against costs and attorneys’ fees) from and against all claims, liability, loss, cost and expenses or demand made by any third party due to or arising out of your access to or use of the Services, the violation of this Agreement by you, the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity, or for any Content posted through the Services by you (including claims related to invasion of privacy or other violation of a person’s rights). Your obligations under the foregoing indemnity may not be offset against any other claim you may have against the Company or any Company Person. You remain solely responsible for all Content that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Services. The terms and provisions of this Paragraph shall survive the termination or expiration of your account(s) or the Services.
2. Release. You hereby release any claims you may have against Altive and any Company Person that are in any way related to the Services or your use of Content, including any representations, recommendations or referrals you may receive as a result of your registration with Altive. You shall be solely responsible for your use of the Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third party partners, regardless of the cause, or for the results obtained from the use of your Content.

3. Confidentiality. By registering with Altive, or otherwise using the Services or viewing Content made available through the Site in any way, you may be exposed to Sensitive Information. It is expected that you will use discretion in handling Sensitive Information. You agree that you will not republish, or cause any third party to republish, any information you acquire through the Services via an Internet website or otherwise, for which one of the principal purposes is to compete with Altive. You further agree that you will not use Sensitive Information for any reason other than your evaluation of a particular investment opportunity unless approved in advance in writing by Altive.

III. Privacy and Protection of Personal Information

1. Privacy & Cookies Policy. Altive values your privacy. For information on the kind of data collected, the purpose for which it is collected, how it is processed, to whom it may be disclosed and the security measures that have been put in place to protect it, please review our Privacy Policy. The Privacy & Cookies Policy explains how Altive treats your personal information and protects your privacy when you access Altive and use the Services.
2. Amendments to the Privacy & Cookies Policy. We may amend the Privacy & Cookies Policy at any time in our sole discretion, effective upon posting the amended Privacy & Cookies Policy at the domain of https://www.altive.com where the prior version of the Privacy & Cookies Policy was posted, or by communicating these changes through any written or other contact method we have established with you. Your use of the Services following the date on which such amended Privacy & Cookies Policy is published will constitute consent to such amendments to the extent they do not have retroactive applicability.

IV. Company Services and License

1. License to Use the Service. Altive and its licensors reserve all intellectual property rights (such as copyright and trademark rights) to all material on the Site. The Services are protected by copyright, trademark, and other laws of both the Hong Kong SAR as well as those of other countries. Except as expressly provided herein, nothing in this Agreement gives you a right to use the Altive name or any of the Altive trademarks, logos, domain names or other distinctive brand features. No act of downloading or otherwise copying from the Site will transfer any legal entitlement to any software or material on the Site to you.
2. Execution of the “Suitability Questionnaire”. In accordance with applicable regulatory requirements, Altive requires all new investors to undergo a risk profiling questionnaire either by way of completing a suitability questionnaire on the Site or participating a risk profiling questionnaire process via a distribution partner, as applicable, both of which are designed to separate investors qualified to invest in Altive funds from those that are not. Altive and any distribution partner in this process rely on representations made by investors or distribution partners, as applicable.

V. Reservation of the Company’s Rights

1. Right to Control Content. Any Content on the Altive Site is controlled exclusively by Altive and may be modified at any time without notice to you.
2. Right to Discontinue the Services. Altive and its contractual partners may discontinue the Services or to change the Services in any way and at any time, with or without prior notice to you, and will hold no obligation or responsibility;
3. Right to Terminate User Access. Altive reserves the right to terminate your access to the Services without notice and, if you violate this Agreement, to pursue other remedies at law or in equity. Your account may be restricted or terminated at any time for any reason or for no reason at all, and if we delete your account you will lose all access to any information or other features that may have value to you that may have been associated with your account. You are therefore advised to review these terms each time you access the Site.
4. Right to Refuse or Cancel Registration. The Company has the right to refuse registration of or cancel your user account at its discretion for any reason or for no reason at all. The Company also reserves the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services and to terminate users and/or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary but not limited to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce this Agreement (including investigation of potential violations hereof), (iii) detect, prevent or otherwise address fraud, security or technical issues, (iv) respond to user support requests or (v) protect the rights, property or safety of Altive, its users and the public.
5. User Acknowledgement. Without limiting the generality of the foregoing, you specifically acknowledge that the Company is exempt from liability to any person for any claim based upon its termination of an account or disabling of access to or removal of any Content, including material it believes, in its sole discretion to violate this Agreement, regardless of whether the material ultimately is determined to be infringing or otherwise prohibited, and regardless of whether such termination or disabling has the effect of reducing the value of any opportunities that might otherwise have been available to you. By using the Services, you agree that notice to you through an email to the email address you provided in your profile constitutes reasonable efforts to notify you of any removal or disabling if such notice is required.

VI. Limits on the Company’s Obligations

1. Introductions. We are not obligated to introduce you to anyone associated with Altive feeder funds or target funds including but not limited to fund managers, fund analysts, or other investors.
2. No Recommendations. We do not recommend any other investment opportunities for investment or feeder funds, state that any investment opportunities are suitable for investment nor guarantee the accuracy of information provided by target funds or their managers on the Site or otherwise. We do not act as an investment adviser to any investor(s) and no part of the Site is intended to constitute investment advice.
3. Verifying Advertisement Accuracy. The Services may contain or deliver advertising and sponsorships. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion is accurate and complies with applicable laws. If any discrepancy were to occur, we are not responsible for the illegality or any error, inaccuracy or problem in an advertiser’s or sponsor’s Content.

VII. Copyright Policy

1. Altive respects the intellectual property rights of others and expects users of the Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us.

VIII. Term and Termination

1. Unless terminated by the Company, this Agreement will remain in full force and effect while you use any of the Services. Subject to the last sentence of this Section VIII, you may terminate this Agreement at any time by requesting Altive to delete your account by contacting privacy@altivecapital.com. The Company may terminate this Agreement at any time at the sole discretion of the Company, particularly if you are suspected of violating any provision of this Agreement. Upon termination of this Agreement for any reason, you agree to destroy and remove from all computers, and other storage media all copies of any intellectual property owned by the Company or any other user of the Services that you acquired via use of the Services. Your representations in this Agreement and the provisions of Section II (User Obligations) and any other provision of this Agreement which by their nature are designed to survive termination shall survive any termination or expiration of this Agreement.

IX. Disclaimers; Limitations; Waivers of Liability

1. You expressly agree that access to and use of the services is at your sole risk and is provided on an “as is” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties of non-infringement, merchantability or fitness for a particular purpose (except only to the extent prohibited under the laws applicable to terms of service with any legally required minimum warranty period). Without limiting the foregoing, neither the company nor its affiliates or subsidiaries, or any of their directors, employees, agents, attorneys, third-party content providers, distributors, licensees or licensors (collectively, “company parties”) warrant that the services will be uninterrupted or error-free.
2. To the fullest extent permitted by law, the disclaimers of liability contained herein apply to any and all damages or injury whatsoever caused by or related to use of, or inability to use, the services under any cause of action whatsoever of any jurisdiction, including, without limitation, actions for breach of warranty, breach of contract or tort and that the company parties shall not be liable for any direct, indirect, incidental, special, exemplary or consequential damages in any way whatsoever arising out of the use of, or inability to use, the services. You further specifically acknowledge that the company parties are not liable, and you agree not to seek to hold the company parties liable, for the conduct of third parties, including other users of the services and operators of external websites, and that the risk of the services and external websites and of injury from the foregoing rests entirely with you.
3. The Company is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or media players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof, including injury or damage to your or to any other person’s computer, mobile phone or other hardware or software, related to or resulting from using or downloading materials in connection with the web and/or in connection with the Services, including any mobile software. Under no circumstances will the Company be responsible for any loss or damage, including any loss or damage to any Content, resulting from anyone’s use of the Services, any Content or third party applications, software or Content posted on or through the Services or transmitted to users or any interactions between users of the Services, whether online or offline.
4. The Company will make no warranty and disclaim all responsibility and liability of any kind whatsoever regarding: (1) the availability, completeness and accuracy of the Content; (2) the results to be obtained by any user of the Site; or (3) any third party Content accessible on or through the Site,as a result of your relationship with Altive. Altive will not be responsible or liable for any harm to your computer system, loss of data or other harm that results from your access to or use of the Services or any Content. You also agree that Altive has no responsibility or liability for the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services. We also do not warrant that the Site, any content (including any third party content), goods and services referred to therein will be uninterrupted or error, that defects will be corrected or that the Site, the servers from which it is available or any connected website is free of viruses, trojan horses, worms, software bombs or similar items or processes or other harmful components. No advice or information, whether oral or written, obtained from Altive or through the Services, will create any warranty not expressly made herein.
5. To the extent any provision(s) relating to arbitration, disclaimer, waiver of liability or any other rights and obligations set forth herein is not permissible or enforceable under foreign laws as applied to users from such foreign jurisdictions, each such provision shall be deemed removed and invalid, but all remaining provisions shall be in full force and effect.

X. Disputes with Others

1. If there is a dispute between you and other users of the Services, or between you and any third party, we reserve the right, but have no obligation, to become involved through participating in the dispute resolution process and procedures. If you have a dispute with other users, you release the Company, its officers, employees, and related parties and hereby agree to indemnify the Company from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of, or in any way related to such a dispute and/or our Services.

XI. Arbitration

1. This Agreement shall be exclusively governed by and construed in accordance with the laws of Hong Kong.
2. Any dispute, controversy, difference or claim arising out of or relating to this Agreement, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the notice of arbitration is submitted. The law of this arbitration clause shall be the laws of Hong Kong. The seat of arbitration shall be Hong Kong. The number of arbitrators shall be 1. The arbitration proceedings shall be conducted in English.
3. Notwithstanding the above, nothing herein shall prevent the Parties from seeking injunctive relief before the courts of Hong Kong for the protection of their rights, pending determination of disputes or claims relating to such rights by an arbitration.

XII. Miscellaneous

1. Availability of Services.

1. The Company operates and controls the Services from its offices in Hong Kong SAR. Some entities, services and products of Altive may not be registered or licensed under legal and regulatory provisions governing financial services or products and their providers in other locations. The information provided on or through the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable. Therefore, all users are requested to contact representatives of Altive for information about products and services available in their country.
2. Injunctive Relief. You acknowledge that the rights granted and obligations made hereunder to the Company are of a unique and irreplaceable nature, the loss of which shall irreparably harm the Company and which cannot be replaced by monetary damages alone, so that the Company shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief and agree to limit your claims to claims for monetary damages (if any).

2. Amendments to this Agreement. The terms of this Agreement may be amended at the sole discretion of the company, effective upon posting the amended Terms of Service at the domain of www.altive.com where the prior version of this Agreement was posted or by communicating these changes through any written or other contact method we have established with you. Your use of the Services following the date on which such amended Terms are published will constitute consent to such amendments. Neither the course of conduct between the parties nor trade practice will act to modify this Agreement.
3. Venue and Governing Law. This Agreement and all aspects of the Services shall be governed by and construed in accordance with the laws of Hong Kong SAR exclusively regardless of your location. For the purpose of any judicial proceeding to enforce an arbitration award or incidental to such arbitration or to compel arbitration, or if for any reason a claim proceeds in court rather than in arbitration, you hereby submit to the exclusive jurisdiction of the competent courts of Hong Kong SAR, and agree that service of process in such arbitration or court proceedings shall be satisfactorily made upon a party if sent by certified, express or registered mail addressed to it at the address set forth in the books and records of the Company, or if no such address has been provided, by email to the email address provided by the relevant party to the Company in connection with its use of the Services. With respect to any Disputes not subject to informal dispute resolution or arbitration (as set forth above), you agree not to commence or prosecute any action in connection therewith other than in the competent courts of Hong Kong SAR.
4. Waiver and Severability.

1. The failure of the Company to require or enforce strict performance by you of any provision of this Agreement or to exercise any right under this Agreement shall not be construed as a waiver or relinquishment of the Company’s right to assert or rely upon any such provision or right in that or any other instance. In fact, the Company may choose to enforce certain portions of this Agreement more strictly or to interpret certain provisions more strictly against certain users than it does against users in general, and such disparate treatment shall not be grounds for failing to comply with all of this Agreement as so interpreted.
2. If any provision of this Agreement is found by any court of competent jurisdiction to be unenforceable or invalid, that provision will be limited to the minimum extent necessary so that this Agreement may otherwise remain in effect.

5. Prohibition of Assignment. You may not assign this Agreement without the Company’s prior written consent.
6. Entire Agreement. This Agreement contains the entire understanding of you and the Company, and supersedes all prior understandings of the parties hereto relating to the subject matter hereof, and cannot be changed or modified by you except as posted on the Services by the Company. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
7. Statute of Limitations. You and the Company both agree that regardless of any statute or law to the contrary but only to the extent permissible by law in each relevant jurisdiction, any claim or cause of action arising out of or related to use of the Services, this Agreement or our Privacy & Cookies Policy must be filed within ONE (1) YEAR after such claim or cause of action arose or be forever barred.
8. No Third Party Beneficiaries. This Agreement is between you and the Company. No user has any rights to force the Company to enforce any rights it may have against any you or any other user.

XIII. Definitions

1. “Content” means any information, text, graphics or other materials uploaded, downloaded or otherwise appearing on the Services. You retain ownership of all Content you submit, post, display or otherwise make available on the Services.
2. “Sensitive Information” means all information acquired by, through, or in connection with your use of the Services or the Site that was provided by another person and which is identified as “Sensitive” or “Confidential” in any manner reasonably designed to identify the character of such information.

This Website and any information contained herein has not been reviewed by Hong Kong Securities and Futures Commission or any other regulatory authority, and is made available by Altive Limited (hereafter “Altive”) for Professional Investors’ general information only and not for any other purpose. For the avoidance of doubt, the term “Professional Investor” refers to and covers Professional Investors as defined under the Securities and Futures Ordinance of Hong Kong, Wholesale Clients within the meaning of the Corporations Act 2001 of Australia, Professional Investors as defined under Securities and Futures Act of Singapore, or other relevant respective local jurisdictions. The Viewer proclaims himself/herself as a Professional Investor by continuing to access the Website. The Viewer agrees that this website shall be used solely as reference, or for informational use and not for any other purposes, commercial or otherwise. Altive is an asset management company licensed with the Securities and Futures Commission (CE no. BPK587) to carry on business in Type 4 (advising on securities) and Type 9 (asset management) regulated activities in Hong Kong under the Securities and Futures Ordinance (Cap. 571). The information contained in this website is not intended and shall not be used or construed as an offer to sell, or a solicitation of any offer to buy, securities of any fund or other investment product in any jurisdiction. The information contained herein is qualified in its entirety by the terms applicable to the investment funds as set out in its constitutive and offering documents (“Fund Documents”) and should be read together with such Fund Documents. Neither Altive nor any of its officers, directors, agents and employees makes any warranty, express or implied, of any kind related to the adequacy, accuracy or completeness of any information on this site or the use of information on this site. The information in this Website is not intended and should be construed as investment, tax, legal, financial or other advice. Altive holds exclusive and rightful ownership of the intellectual and proprietary rights to all opinions, concepts, ideas, work products, and the like, related to or as a result of the General Information and contents in this Website.

Last updated: Jan, 2022