Important office and country disclosures

All materials shall not constitute an offer, solicitation or recommendation in relation to any securities or funds sponsored by, or any investment services provided by, HarbourVest or its affiliates in any jurisdiction where it is unlawful to do so. All materials may only be distributed and interests in a fund may only be offered and placed to the extent that they may be lawfully distributed and the interests may lawfully be offered or placed (including at the initiative of the investor). The information has been prepared on the basis that you are an investment professional, is for the sole use of your organization, and should not be shared with any other parties.

Australia

The content of this website and any relevant materials have been prepared by HarbourVest Partners (Australia) Pty Ltd ACN 659 836 174 of of Suite 902, Level 9, 146 Arthur Street, North Sydney, NSW 2060 Australia (HVPA) on the basis of information and sources believed to be reliable.  HVPA is an authorized representative No. 001298550 under Australian Financial Services License No. 540514 in connection with the provision of financial services to wholesale clients.

Under no circumstances should any part of this website and any content in any HarbourVest materials provided, be construed as an offering or solicitation of an offer. Any investment in the products of this site may only be made on the basis of a Private Placement Memorandum, subscription agreement and governing documentation in relation to the Fund.  A copy of such documents is available on a confidential basis by contacting HVPA.

The materials available on this website and provided, are designed for persons who are wholesale clients within the meaning prescribed under section 761G of the Corporations Act 2001 (Cth) (Corporations Act) only.

This website and all relevant materials are only available for wholesale clients in Australia.

This website and any product, content, information, tools or services provided or available through the website are provided to wholesale clients for informational purposes only and does not constitute a recommendation to buy or sell any security or fund interest. Nothing on the Website and no relevant materials provided shall be considered a solicitation for the offering of any investment product or service to any person in any jurisdiction where such solicitation or offering may not lawfully be made. This website and any relevant materials are not, and must not be treated as, investment advice, investment recommendations, or investment research. In making an investment decision, prospective investors must rely on their own examination of the merits and risks involved and before making any investment decision, it is recommended that prospective investors seek independent investment, legal, tax, accounting or other professional advice as appropriate.

Please understand that while HVPA will make reasonable efforts to ensure information provided on this website and relevant materials is as accurate and timely as possible and that disruptions of service are minimal, we make no warranty or guarantee concerning the availability of this site or the services or the accuracy of the information on it. These views and opinions are based on the information available at the time, are subject to change without notice, and may not necessarily be shared by HVPA, or its employees, in general. Although every effort is taken to ensure that the information contained herein is accurate, we make no representation or warranty, express or implied, regarding the accuracy, completeness or adequacy of the information.

The information on this Website and all relevant materials is solely intended for use by wholesale clients as defined under section 761G of the Corporations Act.

Azerbaijan

The contents of this document are solely for informational purposes  and not intended to market funds, to promote the placement of foreign securities or of licensable services in the Republic of Azerbaijan. No communication is not intended for further dissemination to the public at large in the Republic of Azerbaijan.

Bahamas

Interests shall not be offered or sold in or from The Bahamas except in circumstances that do not constitute an offer to the public. Interests may only be offered to “accredited investors” as that term is defined in the Securities Industry Regulations, 2012 by an investment fund incorporated, registered or established outside The Bahamas.

Bahrain

The Central Bank of Bahrain has not approved the contents in this document. Therefore, there has been no offer to the public to purchase any units from the fund in the kingdom of Bahrain. The document is to be read by addresses only and must not be passed to, issued to, or shown to the public generally.

Belgium

In relation to each member state of the EEA (each a “Member State”) which has implemented Alternative Investment Fund Managers Directive (Directive (2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not/no longer available), the information provided will only be offered to professional investors in the relevant AIFMD or (2) this document may otherwise be lawfully distributed and the Fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

Bermuda

Funds may be offered or sold in Bermuda only in compliance with the provisions of the Investment Business Act of 2003 of Bermuda which regulates the sale of securities in Bermuda. Additionally, non-Bermudian persons (including companies) may not carry on or engage in any trade or business in Bermuda unless such persons are permitted to do so under applicable Bermuda legislation.

Bolivia

This is not a public offer and as such this document has not been approved by any regulatory entity in Bolivia. This is a private offer exclusively intended for the person to whom this document is addressed.

Brazil

Interest(s) in any HarbourVest product / service (a “Fund”) may not be offered or sold to the public in Brazil. Accordingly, the Fund has not been nor will be registered with the Brazilian Securities Commission – CVM nor have they been submitted to the foregoing agency for approval. Documents relating to the Fund, as well as the information contained therein, may not be supplied to the public in Brazil, as the offering of the Fund is not a public offering of securities in Brazil, nor used in connection with any offer for subscription or sale of securities to the public in Brazil.

British Virgin Islands

The Fund is not registered or recognised in the British Virgin Islands and as such Shares in the Fund may not be offered to individuals in the British Virgin Islands. However, Shares may be offered to British Virgin Islands Business Companies and/or persons who are not members of the public from outside the British Virgin Islands. A British Virgin Islands Business Company is a company formed under or otherwise governed by the British Virgin Islands Business Companies Act, 2004 (British Virgin Islands).

Canada

No securities commission or similar authority in Canada has reviewed or in any way passed upon these materials or the merits of the Fund described in the presentation, and any representation to the contrary is an offence. Additional country disclosure information is available upon request.

Cayman Islands

The fund does not intend to establish a place of business or otherwise intend to carry on business in or from within the Cayman Islands , including offering interests to the public in the Islands (as defined under Cayman law).

Chile

The information contained in these materials should not constitute a public offering in Chile. This offer relates to securities not registered on the Registries kept by the Financial Markets Commission, and therefore such securities may not be subject of public offerings.

China

The contents of this website and any relevant documents provided does not constitute a public offer of any product or fund, whether by sale or subscription, in the People’s Republic of China (the “PRC”). Neither the product nor the fund is being offered or sold directly or indirectly in the PRC to or for the benefit of, legal or natural persons of the PRC.

Further, no legal or natural persons of the PRC may directly or indirectly purchase any of the product/ fund or any beneficial interest therein without obtaining all prior PRC’s governmental approvals that are required, whether statutorily or otherwise. Persons who come into possession of relevant information or documents are required by the issuer and its representatives to observe these restrictions.

Colombia

This document does not constitute a public offer in the Republic of Colombia. The offer of HarbourVest Partners funds (“Funds”) are addressed to less than one hundred specifically identified investors.  Funds may not be promoted or marketed in Colombia or to Colombian residents, unless such promotion and marketing is made in compliance with Decree 2555 of 2010 and other applicable rules and regulations related to the promotion of foreign Products in Colombia.

The distribution of this these materials and the offering of Funds may be restricted in certain jurisdictions. The information contained in these materials is for general guidance only, and it is the responsibility of any person or persons in possession of these materials and wishing to make application for Funds to inform themselves of, and to observe, all applicable laws and regulations of any relevant jurisdiction. Prospective applicants for Funds should inform themselves of any applicable legal requirements, exchange control regulations and applicable taxes in the countries of their respective citizenship, residence or domicile.

Costa Rica

This is an individual and private offer which is made in Costa Rica upon reliance on an exemption from registration before the General Superintendency of Securities (“SUGEVAL”), pursuant to article 6 of the Regulations on the Public Offering of Securities (“Reglamento sobre Oferta Pública de Valores”). This information is confidential, and is not to be reproduced or distributed to third parties as this is NOT a public offering of securities in Costa Rica.

The product being offered is not intended for the Costa Rican public or market and neither is it registered or will be registered before the SUGEVAL, nor can it be traded in the secondary market.

Denmark

In relation to each member state of the EEA (each a “Member State”) which has implemented Alternative Investment Fund Managers Directive (Directive (2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not/no longer available), the information provided will only be offered to professional investors in the relevant AIFMD or (2) this document may otherwise be lawfully distributed and the Fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

El Salvador

These materials have been produced for the purpose of providing information about the private fund interest(s). These materials are made available on the condition that it is for the use only by the recipient and may not be passed on to any other person or be reproduced in any part. The private fund interest(s) have not been and will not be offered in the course of a public offering or of equivalent marketing in El Salvador and therefore, the provisions of the Stock Market Law of 1994 (Ley del Mercado de Valores) as amended, relating to registration requirements and to prospectus requirements do not apply. The private fund interest(s) have thus neither been registered for public distribution in El Salvador with the Stock Superintendency nor been the subject matter of a prospectus compliant with the Stock Market Law. Any subscription application by any person other than the initial recipient of these materials will be rejected.

European Economic Area

Finland

In relation to each member state of the EEA (each a “Member State”) which has implemented Alternative Investment Fund Managers Directive (Directive (2011/61/EU)) (the “AIFMD”) (and for which transitional arrangements are not/no longer available), the information provided will only be offered to professional investors in the relevant AIFMD or (2) this documents may otherwise be lawfully distributed and the Fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

France

In relation to each member state of the EEA (each a “Member State”) which has implemented Alternative Investment Fund Managers Directive (Directive (2011/61/EU)) (the “AIFMD”) (and for which transitional arrangements are not/no longer available), the information provided will only be offered to professional investors in the relevant AIFMD or (2) this document/presentation may otherwise be lawfully distributed and the Fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

Germany

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”) (and for which transitional arrangements are not /no longer available), the document/ presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

Guernsey

The offer referred to in this document/presentation shall only be made in the Bailiwick of Guernsey. This offer can only be made by (i) by persons licensed to do so under the Protection of Investors (Bailiwick of Guernsey) Law, 1987 (as amended); or(ii) to persons licensed under the Protection of Investors(Bailiwick of Guernsey) Law, 1987 (as amended), the Banking Supervision Bailiwick of Guernsey) Law, 1994 (as amended), the Regulation of Fiduciaries, Administration Businesses and Company Directors, etc. (Bailiwick of Guernsey) Law, 2000 (as amended)or the Insurance Managers and Insurance Intermediaries (Bailiwick of Guernsey) Law, 2002 (as amended). 

Hong Kong

The contents of this website and relevant documents have not been reviewed or approved by any regulatory authority in Hong Kong. Investors are advised to exercise caution in relation to the offer.  If investors are in any doubt about any of the contents of this website and relevant documents, investors should obtain independent professional advice.

Any funds mentioned herein is a collective investment scheme but is not authorised under Section 104 of the Securities and Futures Ordinance of Hong Kong by the Securities and Futures Commission of Hong Kong. Accordingly the distribution of this information and/or any relevant documents, and the placement of interests in Hong Kong, is restricted. This information and/or document may only be distributed, circulated or issued to persons who are professional investors under the Securities and Futures Ordinance and any rules made under that Ordinance or as otherwise permitted by the Securities and Futures Ordinance.

Iceland

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not /no longer available), the
presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

In relation to each Member State of the EEA which, at the date of this document/presentation, has not implemented AIFMD, this document/presentation may only be distributed and the Fund may only be offered or placed to the extent that this document may be lawfully distributed and the Fund may lawfully be offered or placed in that Member State (including at the initiative of the investor).

Ireland

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not /no longer available), the presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

In relation to each Member State of the EEA which, at the date of this document/presentation, has not implemented AIFMD, this document may only be distributed and the Fund may only be offered or placed to the extent that this document may be lawfully distributed and the Fund may lawfully be offered or placed in that Member State (including at the initiative of the investor).

Israel

The document/presentation has not been approved by  the Israeli Securities Authority and will only be distributed to Israeli residents in a manner that will not constitute “an offer to the public” under sections 15 and 15a of the Israel Securities Law, 5728-1968 (“the Securities Law”) or section 25 of the Joint Investment Trusts Law, 5754-1994 (“the Joint Investment Trusts Law”), as applicable. 

Japan

The Interests have not been and will not be registered pursuant to Article 4, Paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law no. 25 of 1948, as amended) and, accordingly, none of the Interests nor any interest therein may be offered or sold, directly or indirectly, in Japan or to, or for the benefit of, any Japanese person or to others for re-offering or resale, directly or indirectly, in Japan or to any Japanese person except under circumstances which will result in compliance with all applicable laws, regulations and guidelines promulgated by the relevant Japanese governmental and regulatory authorities and in effect at the relevant time. For this purpose, a “Japanese person” means any person resident in Japan, including any corporation or other entity organized under the laws of Japan.

Jordan

The information provided is solely for informative purposes. As the document/ presentation has not and will not be filed, approved, or registered with the Jordan Securities Commission in accordance with its regulations and any other legislations in the Hashemite Kingdom of Jordan. There will be no offer or purchase of fund directly or indirectly in the Hashemite Kingdom of Jordan, unless in compliance with the provisions of the Securities Law No. 18 of 2017 and the regulations and instructions issued pursuant thereto.

Kazakhstan

Harbourvest funds are not registered and will not be registered or offered in the territory of Kazakhstan. All Kazakhstan resident investors should be aware that an investment into any Harbourvest fund will be subject to certain restrictions, limitations and requirements as imposed under Kazakhstan law or applicable under any internal document of the investor, including inter alia limitation of the investment capacity. As HarbourVest Partners, LLC is an entity registered and operating under the laws of Delaware, USA.

Any fund interests will be offered and provided on a cross-border basis. A Kazakhstan resident must ensure before making any investment into the fund(s) shall ensure that its investment will be in strict compliance with any of such restrictions, limitations and requirements as established under Kazakhstan law or any applicable internal document.

Kuwait

Harbourvest has no funds licensed in by the Kuwait Capital Markets Authority or any other relevant Kuwait government agency or regulatory authority. Therefore, the marketing content provided is not for circulation in the Kuwait Capital Markets Authority or any other relevant Kuwait government agency or regulatory authority. No private or public offering of the Fund is being made in Kuwait, and no agreement relating to the sale of the Fund will be concluded in Kuwait. 

Liechtenstein

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not /no longer available), the document/presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

In relation to each Member State of the EEA which, at the date of this document/presentation, has not implemented AIFMD, this document may only be distributed, and the Fund may only be offered or placed to the extent that this document may be lawfully distributed and the Fund may lawfully be offered or placed in that Member State (including at the initiative of the investor).

Luxembourg

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”) (and for which transitional arrangements are not /no longer available), the presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

Malaysia

No action has been, or will be, taken to comply with Malaysian laws for making available, offering for subscription or purchase, or issuing any invitation to subscribe for or purchase or sales of the shares/interests in Malaysia or to persons in Malaysia as the shares/interests are not intended by the issuer to be made available, or made the subject of any offer or invitation to subscribe or purchase, in Malaysia.  Neither the contents of this website nor any documents or other materials in connection with the shares/interests should be distributed, caused to be distributed or circulated in Malaysia.

No person should make available or make any invitation or offer or invitation to sell or purchase the interests in Malaysia unless such person takes the necessary action to comply with Malaysian laws.

Mexico

HarbourVest Funds have not been and will not be registered with the National Registry of Securities, maintained by the Mexican National Banking Commission and, as a result, may not be offered or sold publicly in Mexico. HarbourVest  and any underwriter or purchaser may offer and sell the Funds in Mexico, to Institutional and Accredited Investors, on a private placement basis, pursuant to Article 8 of the Mexican Securities Market Law. Each investor shall be responsible for calculating and paying its own taxes, receiving any necessary tax advice. Neither the funds nor the marketing entity shall be deemed to have provided tax advice to the potential investor.

Netherlands

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not /no longer available), the document/ presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

New Zealand

The contents of this website and any materials distributed are not a product disclosure statement for the purposes of the Financial Markets Conduct Act 2013 (the “FMCA”) and does not contain all the information typically included in such offering documentation.

Any offer of interests in HarbourVest funds does not constitute “regulated offer” for the purposes of the FMCA and, accordingly, there is neither a product disclosure statement nor a register entry available in respect of the offer. Fund interests in any funds managed by HarbourVest Partners L.P. or its affiliates may only be offered in New Zealand in accordance with the FMCA and the Financial Markets Conduct Regulations 2014.

Norway

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not /no longer available), the document/presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

In relation to each Member State of the EEA which, at the date of this document/presentation, has not implemented AIFMD, this document may only be distributed, and the Fund may only be offered or placed to the extent that this document/presentation may be lawfully distributed and the Fund may lawfully be offered or placed in that Member State (including at the initiative of the investor).

Oman

For Residents of the Sultanate of Oman

The contents of this document/ presentation are not an offer of securities in the Sultanate of Oman as contemplated by the Commercial Companies Law of Oman (Royal Decree 18/2019) or the Securities Law (Royal Decree 46/2022) , nor does it constitute an offer to sell, or the solicitation of any offer to buy Non-Omani securities in the Sultanate of Oman as contemplated by Article 139 of the Executive Regulations to the Capital Market Law (issued by Decision No. 1/2009). Additionally, this document/ presentation is solely informative and will not lead to any contract within the territory of Sultanate of Oman. 

Panama

The fund(s) included herein have not been listed with the Superintendence of the Securities Market and neither has any offering, sale or transaction with them. The listing exemption has been made based on Article 83 (3) of Decree Law no. 1 of July 8, 1999 (institutional investors). Consequently the tax treatment established under Articles 269 to 271 of Law Decree 1, dated 8 July 1999, does not apply. These fund(s) do not fall under the supervision of the Superintendence of the Securities Market.

The offering of fund interest may be restricted in certain jurisdictions. The above information is for general guidance only, and it is the responsibility of any person or persons wishing to make application for fund interest to inform themselves of, and to observe, all applicable laws and regulations of any relevant jurisdiction.  Prospective applicants for fund interest should inform themselves as to legal requirements also applying and any applicable exchange control regulations and applicable taxes in the countries of their respective citizenship, residence of domicile.

Peru

No HarbourVest product / account / offering (each, a “Fund”) have been registered before the Superintendencia del Mercado de Valores (“SMV”) and are being placed by means of a private offer. SMV has not reviewed the information provided to the investor. Any HarbourVest material provided is only for the exclusive use of institutional investors in Peru and is not for public distribution.

Poland

Harbourvest funds may be distributed, placed and offered to any professional investor in the EEA (each member state) which has implemented Alternative Investment Fund Managers Directive (Directive(2011/61/EU)) (the “AIFMD”)(and for which transitional arrangements are not /no longer available), the document/presentation provided may be lawfully distributed and the fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor).

Qatar

Harbourvest offers limited funds to Qatar investors willing to conduct 

independent investigation on the risks of investing. The document/ presentation should only be circulated to named addressee and not the general public (other than employees, agents or consultants in connection with the addressee’s consideration thereof).  Harbourvest has not and will not register any funds with Qatar central bank or any other relevant licensing authorities or governmental agencies in the State of Qatar. No transaction will be concluded in your jurisdiction and any inquiries regarding the funds should be made to HarbourVest.