membership terms and conditions
MEMBERSHIP TERMS AND CONDITIONS:
These are the terms and conditions under which opportunities may be offered to members of Alex Angels, and the procedures adopted for completion of investments by members.
By joining Alex Angles you agree to the following terms and conditions.
- 1- As applicant and future Member (after approval of membership committee) of the Network, you attest that you are a self-certified sophisticated investor and agree to procure evidence of such status attestation where the law may require from time to time, and to ensure currency of the same.
- 2- The role of Alex Angels is to facilitate the creation, closure, and post investment follow-ups - of a viable investment pipeline to the Members of the Network. The process envisages to perform the following: (i) identify, assess and vet investment opportunities (ii) carry out initial (high-level) due diligence and (iii) facilitate external due diligence - as may be needed and agreed among the investing Angel Members for individual investments, (iv) and smoothing the investment process more generally. No representation or warranty, express or implied, is or will be made and no responsibility or liability is or will be accepted by Alex Angels for members investment in the opportunities brought through the Network.
- 3- Each Member acknowledges that a decision to invest is a personal decision and that no responsibility for the consequences of that decision is accepted by Alex Angles or any of the Members. Members also acknowledge that dissemination of post-investment information is the responsibility of the investee company to each of its individual investors and, whilst Alex Angels will request that investee companies provide it with this information, Alex Angels will not be responsible, or bear any liability, as a result of any failing on the part of investee companies to provide this information or otherwise comply with the terms and conditions on which investments in investee companies are made.
- 4- All written and oral information provided to Members shall be provided by or on behalf of the company seeking investment. No representation or warranty, express or implied, is or will be made and no responsibility or liability is or will be accepted by Alex Angels or any of the Members in relation to the accuracy or completeness of this information.
- 5- All business applications for investment will be reviewed by management. Members shall be entitled to send information memoranda to the management on behalf of companies seeking investment. Management will have the sole discretion over which proposals to shortlist for approval for presentation to the Members.
- 6- Members acknowledge that as a Member they will receive confidential information about Alex Angels, other members of the group and companies that Alex Angels members are considering investing in or have invested in and they hereby agree to keep such information strictly confidential and not to disclose such confidential information to any third party; exception being made to professional services provision, for their turn, observing strict confidentiality, and deliberations among investing Members of the Alex Angels network.
- 7- Membership Fees of Alex Angels Network is USD 975 for individuals, USD 2,500 for corporates, and USD 4,900 for affiliate subscribers - per year. Fees do not include VAT and other transaction costs and charges as may be applicable. Payment to be effected in USD or EGP equivalent at CBoE official exchange rate on date of payment. Due membership fees, at joining or annual renewal, shall be promptly paid, and if remained outstanding for 45 days shall subject member status to lapse automatically without need for service of notice.
- 8- A one-time registration fee of USD 150 is required for new members joining Alex Angels.
- 9- A 10 percent late fee is assessed on March 1 and an additional 20 percent late fee is assessed on April 1.
- 10- If dues are received after June 30 of any fiscal year, the member is suspended and must pay a 50% penalty to reinstate their membership .
- 11- Corporate members may designate up to three representatives to represent their company in all Alex Angels activities. Said representative(s) shall be appointed upon joining Alex Angels, and shall be empowered with (delegated) authority to solely represent and bind their respective company when partaking in investing in opportunities presented to the Network.
- 12- Affiliate Subscribers may designate up to three representatives to represent their company in all Alex Angels activities. Said representative(s) shall be appointed upon joining Alex Angels, and shall be empowered with (delegated) authority to solely represent and bind their respective company when partaking in investing in opportunities presented to the Network.
- 13- Corporate members shall be entitled to invest up to the triple of the share of individual Angels in any opportunity presented
- 14- Affiliate Subscribers shall be entitled to invest up to triple the share of individual Angels in any opportunity presented.
- 15- As of the second year of joining the network, each Alex Angels Member is required to make a minimum of 1 investment per year, or more, with a total minimum investments worth USD 10,000 for individuals, USD 25,000 for corporate members and affiliate subscribers.
- 16- All membership applications must be approved by the Membership committee prior to joining the network.
- 17- Alex Angels will charge a service fee of 5% from the total value of any investment deal entered into by Members (excluding VAT and any other transaction costs or charges).
- 18- Service fees are not applicable for Ailiate Subscribers.
- 19- In case of syndication the service fee will follow the highest fee between joining parties (currently no more than 5% - excluding VAT and any other transaction costs or charges).
- 20- In case of any non-members joining the deal, the service fee charges are 10% (excluding VAT and any other transaction costs or charges).
- 21- Members agree that the Membership Terms and Conditions may be varied from time to time by Alex Angels management and that Members shall be bound by the terms of any such variation.
- 22- Condition #6 shall survive the termination of membership of Alex angels and shall continue to be binding upon Members in any question with Alex Angels or their former co-Members.
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23- Alex Angels may suspend or terminate the
membership of any Member who, as determined by Alex Angels
membership committee - acting in its sole discretion:-
- has breached any of these Membership Terms and Conditions;
- has failed to disclose a material fact or makes a material misrepresentation in an application for membership;
- has engaged in conduct that reflects poorly on Alex Angels, or which is deemed to be against the best interests of Alex Angels;
- or has solicited or accepted any compensation for presenting an investment opportunity to, or for raising capital from, the Members of Alex Angels.
- are delinquent in payment of dues or other receivables for a period exceeding six months.
- 24- Decisions regarding the termination, suspension or non-renewal of membership are final and not subject to any appeal. The sole recourse any Member has over any disagreement with a decision of Alex Angels, regardless of its scope or nature, is to withdraw from membership of Alex Angels.
- 25- Non-Poaching Agreement: All Members of Alex Angels, including the network team, agree not to solicit, hire, or attempt to hire any employee or representative of another member, or any employee of Alex Angels itself, without prior written consent from the current employer of the individual concerned. This prohibition includes direct and indirect solicitation or hiring attempts and is reciprocal, applying equally to Alex Angels regarding its Members and their employees. This clause is designed to foster a collaborative and stable environment, preventing disruptions in operations and maintaining professional respect among all parties involved. Violation of this non-poaching agreement shall be considered a serious breach of these Membership Terms and Conditions and may result in immediate suspension or termination of membership, at the discretion of the Alex Angels membership committee. This clause shall remain in effect during the term of membership and for a period of 12 months following the termination or resignation of membership.
- 26- RESIGNATION: Any Member may resign by filing a written resignation with the General Manager, but such resignation after the yearly dues are payable shall not relieve the member so resigning of the obligation to pay those dues. The resigning member is also liable for any previous unpaid dues or assessments or other charges.
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27- REINSTATEMENT of RESIGNED MEMBER: Within 3 years of resignation and
upon written request signed by the former member and filed with the Executive Director, the
Membership Committee may reinstate such former member to membership under the following
conditions:
- The Member continues to meet the qualifications for membership.
- Any prior penalties and other unpaid obligations have been paid.