Jenson Seed EIS Fund - Clubfinance

86 Jenson Seed EIS FundInvestor’s Agreement 8725. SeverabilityIf any term, condition or provision of thisagreement shall be held to be invalid,unlawful or unenforceable to any extent,such term, condition or provision shall notaffect the validity, legality or enforceabilityof the remainder of this agreement.26. Governing LawThis agreement and all matters relatingthereto and any dispute or claim arisingout of or in connection with it or its subjectmatter or formation (including noncontractualdisputes or claims) shall begoverned by and construed in accordancewith English law and the parties submit to theexclusive jurisdiction of the English courts.Schedule 1: InvestmentObjective and Restrictions ofthe FundInvestment Objective of the Fund1. To offer Investors the opportunityto invest in unquoted SEIS and EISQualifying Companies carrying on oneor more trades in a variety of industriesand sectors, with the added bonus ofobtaining the tax advantages associatedwith SEIS and EIS Qualifying Investmentsin accordance with the commoninvestment policy described in thisInformation Memorandum.Investment Restrictions for the Fund2. In carrying out its duties hereunder inrespect of the Fund, the Fund Managershall have regard to and take allreasonable steps to comply with suchpolicies or restrictions as are required inorder to attract SEIS and EIS Reliefs as maybe prescribed by HMRC from time to time.3. In particular, but without prejudice to thegenerality of the above statements, therestrictions for the Fund are as set out in (a)to (c) below and the Fund Manager shalltake all reasonable steps to ensure that:(a) each Investee Company in whichthe Investments are made will, sofar as the Fund Manager is awareat the time of the Investment, be aSEIS Qualifying and/or EIS QualifyingCompany and the Fund Managerwill use all reasonable endeavoursto ensure that 100 per cent of theContribution of the Investor shallbe in ordinary shares of SEIS and EISQualifying Companies;(b) the Contribution of the Investor ofany given Set will be invested in aminimum of four Investee Companies;and(c) no more than 25 per cent of theContribution of the Investor will beinvested in any one Investee Company.