MEMBERSHIP TERMS AND CONDITIONS

These are the terms and conditions under which opportunities may be offered to members of Med Angels, and the procedures adopted for completion of investments by members.

 

By joining Med Angels you agree to the following terms and conditions:

 

  • As applicant and future Member (after approval of membership committee) of the network, you attest that you are a self-certified sophisticated organization and agree to procure evidence of such status attestation where the law may require from time to time, and to ensure currency of same.
  • As applicant and future Member (after approval of membership committee) of the network, you attest that you are a self-certified sophisticated organization and agree to procure evidence of such status attestation where the law may require from time to time, and to ensure currency of same.
  • Each individual member of any entity acknowledges that a decision to invest is a personal decision and that no responsibility for the consequences of that decision is accepted by Med Angels 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 Med Angels will request that investee companies provide it with this information, Med 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.
  • All written and oral information provided to Members shall be provided by or on behalf of the entity that is leading the investment in 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 Med Angels or any of the members in relation to the accuracy or completeness of this information.
  • All investment opportunities 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 short list for approval for presentation to the Members.
  • Members acknowledge that as a Member they will receive confidential information about Med Angels, other members of the group and companies that Med 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 Med Angels network.
  • Membership Fees of Med Angles varies depending on the membership tier. Membership tier/fees are: (a) € 1,000 for Angel Networks, (b) € 1,000 for Associate Members ©  € 1,750 for Affiliate Members (d) € 2,500 for Institutional Members (e) and € 3,500 for Corporate Members - per year. Fees do not include VAT and other transaction costs and charges as may be applicable. Payment to be effected in Euros or equivalent at official international 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.
  • A one-time registration fee of EUR 250 is required for new members joining MED Angels
  • A 10 percent late fee is assessed on March 1 and an additional 20 percent late fee is assessed on April 1.
  • 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.
  • Corporate members may designate up to three representatives to represent their company in all Med Angels activities. Said representative(s) shall be namely appointed upon joining Med 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.
  • Corporate members shall be entitled to invest up to the triple of the share of individual Angels in any opportunity presented.
  • All membership applications must be approved by the membership committee prior to joining the network.
  • Med 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).
  • 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)
  • Members agree that the Membership Terms and Conditions may be varied from time to time by Med Angels management and that members shall be bound by the terms of any such variation.
  • Conditions 3, 4 and 6 shall survive the termination of membership of Med angels and shall continue to be binding upon Members in any question with Med Angels or their former co-Members.
  • Med Angels may suspend or terminate the membership of any Member who, as determined by Med 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 Med Angels, or which is deemed to be against the best interests of Med Angels.
    • or has solicited or accepted any compensation for presenting an investment opportunity to, or for raising capital from, the Members of Med Angels.
    • are delinquent in payment of dues or other receivables for a period exceeding six months.
  • 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 Med Angels, regardless of its scope or nature, is to withdraw from membership of Med Angels.
  • RESIGNATION: Any Member may resign by filing a written resignation with the Network 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.
  • 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.