(Last updated: 8 April 2025)

These Terms of Use govern the access to and use of this website (https://www.nonpublic.io/) (the “Website”), including all content, features and functions provided on the site.

Please read these Terms of Use carefully before using the Website. By visiting and using the Website, you signify that you have read, understood and accept these Terms of Use and agree to abide by them. If you do not agree to these Terms of Use, please refrain from using the Website.

These Terms of Use are intended to be read in conjunction with the Privacy Policy, which is incorporated herein by reference.

We may revise these Terms of Use at any time in our sole discretion. If any revisions are so made, the revised Terms of Use will be posted on the Website and will take effect from the “last updated” date. Your continued access to and use of the Website following any changes to these Terms of Use constitutes your acceptance of and agreement to the revised Terms of Use. You are responsible for staying informed of any revisions or updates to these Terms of Use by periodically checking this webpage.

1. General

1.1 This Website and its content, features and functions are owned and provided by NonPublic Holdings Pte. Ltd. (UEN 202423860C) (“NonPublic Holdings”, “we”, “us” or “our”) or the relevant licensors.

1.2 NonPublic Holdings is a company incorporated under the laws of Singapore and a member of the NonPublic Network (also referred to as the NonPublic Group), comprising NonPublic Holdings, its affiliates, related entities and subsidiaries, which includes NonPublic Pty Ltd (ABN 49 607 216 928) (“NonPublic AU”), a company incorporated under the laws of Australia.

1.3 NonPublic AU is a holder of an Australian Financial Services Licence (AFSL 482668) issued by the Australian Securities and Investments Commission (ASIC), and is authorised to provide certain financial services subject to the scope of its licence. NonPublic AU operates the NonPublic Platform, an exclusive platform that facilitates access to and participation in private market investment opportunities.

1.4 Although parts of this Website might make reference to other entities in the NonPublic Network or to “NonPublic” generally, these Terms of Use apply only to this Website, and not to the NonPublic Platform or any other web-based platform or website relating to any other entity of the NonPublic Network, each of which will be subject to its own terms of use.

2. Disclaimers; No Offer or Advice

2.1 You acknowledge that the content of this Website is for general, informational purposes only and is not intended to constitute an offer to sell or buy any securities or a promise to undertake or solicit business, and may not be relied upon in connection with any offer or sale of securities. Any offer or solicitation will only be made through a final private placement memorandum, subscription agreement and/or other related documents with respect to a particular investment opportunity and will be subject to the terms and conditions contained in such documents, including the qualifications necessary to become an investor.

2.2 Investment opportunities on the NonPublic Platform are only available to wholesale and sophisticated investors as defined in the Corporations Act 2001 (Cth) of Australia. Access to and participation in such opportunities are subject to the NonPublic Platform’s own terms of use, as well as any other applicable terms or documentation governing the use of the NonPublic Platform,
the relevant investment and associated process.

2.3 There are inherent risks associated with investing, and you should carefully review all relevant documentation before making any investment decision. Any investment you enter into on the NonPublic Platform or otherwise is entirely at your own risk.

2.4 We are not utilising this Website to provide investment, financial, accounting, tax, legal or other professional advice, and nothing on this Website is to be deemed a recommendation that you buy, sell or hold any security or other investment or that you pursue any investment style or strategy. If you would like investment, financial, accounting, tax, legal or other professional advice, you should consult with your own advisors with respect to your individual circumstances and needs.

2.5 Any performance data or related information expressed on this Website are in no way an indication of future results, and no representation is being made (a) that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or (b) that significant losses will be avoided.

3. No Warranties

This Website is provided on an “as is” basis with no warranties of any kind. No representations, warranties or undertakings (express or implied) are given as to the accuracy or completeness of the information on this Website. Additionally, we do not warrant that the Website will be secure, error-free, free from viruses or malicious code, or will meet any particular criteria of performance or quality. NonPublic Holdings and the rest of the NonPublic Group expressly disclaim all implied warranties, including, without limitation, warranties of merchantability, title, fitness for a particular purpose, non-infringement, compatibility and security. Your use of this Website and use of or reliance upon any content herein is solely at your own risk, and none of NonPublic Holdings or any other member of the NonPublic Group (including their respective employees, partners or agents) shall be liable or responsible for any loss or damage whatsoever arising directly or indirectly in connection with any person relying on this Website.

4. Limitation of Liability

To the fullest extent permitted by law, we will not be liable for any direct, indirect, special, incidental, consequential, or punitive damages or any other damages whatsoever, whether in an action of contract, statute, tort (including, without limitation, negligence), or otherwise, relating to or arising out of your use of (or inability to use) this Website or reliance on the content herein, even if we knew, or should have known, of the possibility of such damages.

5. Modifications to the Website

We may, at our sole discretion, modify or discontinue any or all of the content, features and/or functions on this Website (or any portion thereof) at any time, with or without notice.

6. Restriction on Use

6.1 Unless expressly stated otherwise, and on the condition that you comply with all of your obligations under these Terms of Use, you are authorised to view, download, copy and print the content on this Website, provided that: (a) such use is for your own personal, internal, informational and non-commercial purposes only, and (b) any copy of any content made by you shall have all accompanying copyright and other proprietary notices intact. Except as set out in the foregoing, your use of the content and Website in accordance with these Terms of Use does not confer upon you any right or licence to such content.

6.2 You are not authorised to copy, reproduce or misuse any software, proprietary processes, or technology embodied or described in this Website beyond its intended use.

6.3 You must not:

(a) distribute, publish, recompile, decompile, disassemble, reverse engineer and/or modify the content or any part of the Website;

(b) use any content to violate any law or regulation, including applicable laws relating to data protection, privacy or information security;

(c) purposefully interfere with or disrupt the performance of the Website; or

(d) use content or any part of the Website in a manner that would have the potential to be inconsistent with any individual’s reasonable expectations of privacy.

7. Intellectual Property Rights

7.1 All content (such as graphics, logos, articles and other materials) on this Website are the property of the NonPublic Group or third parties who may or may not be affiliated with our organisation. This Website and its content, features and functions are protected by copyright, trademark, and other laws of Singapore and/or foreign countries.

7.2 References to other parties’ trademarks on the Website are for identification purposes only and do not indicate that such parties have approved the Website or any of its contents. These Terms of Use do not grant you any right to use the trademarks of other parties.

7.3 Except as expressly stated herein, nothing contained on this Website should be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any content or trademark displayed on this Website without the written permission of our organisation or such other third party that may own the content or trademark displayed on this Website.

8. Links to Other Websites, Resources and Tools

8.1 This Website may contain links to websites, resources or tools maintained by third parties over whom we have no control. Such links are only for your convenience, and we do not recommend or endorse the contents of such third-party websites, resources or tools. You acknowledge and understand that your access to and use of such third-party websites, resources or tools is at your own risk, and you are aware that such third-party websites, resources or tools are not governed by these Terms of Use or any other policies of the NonPublic Group.

8.2 This Website may also contain links to the websites, resources or tools managed, maintained or operated by other entities within the NonPublic Group. As stated above, these Terms of Use only apply specifically to this Website, and any other websites, resources or tools of ours and those of any other entities within the Group shall be governed by their own respective terms.

9. International Use of the Website

This Website is controlled from Singapore. Due to the international nature of our business and the global reach of the internet, this Website (including all content, features and functions herein) may be accessed by users in countries other than Singapore. We make no warranties that materials or content on this Website are appropriate or available for use in such locations. If it is illegal or prohibited in your country of residence to access or use this Website, then you should
not do so. Those who choose to access this Website outside of Singapore do so on their own initiative and are responsible for compliance with all local laws and regulations of their jurisdiction of residence.

10. Governing Law and Jurisdiction

These Terms of Use shall be governed by and construed in accordance with the laws of Singapore. Any dispute relating to these Terms of Use or the use of this Website shall be subject to the exclusive jurisdiction of the courts of Singapore.