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Jenson Seed EIS Fund - Clubfinance

Jenson Seed EIS Fund - Clubfinance

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102 <strong>Jenson</strong> <strong>Seed</strong> <strong>EIS</strong> <strong>Fund</strong>Appendix: Glossary Of Terms 103Investoran individual (and certain trustees) who completes an ApplicationForm in the form enclosed with this Information Memorandumwhich is accepted by the <strong>Fund</strong> Manager and so enters into anInvestor’s Agreement and invests through the <strong>Fund</strong>Offerthe Offer to invest in the <strong>Fund</strong> in accordance with the terms ofthe Investor’s AgreementInvestor’s Agreement<strong>Jenson</strong><strong>Jenson</strong> LLPan Investor’s Agreement to be entered into by each Investor<strong>Jenson</strong> LLP and <strong>Jenson</strong> Solutions<strong>Jenson</strong> <strong>Fund</strong>ing Partners LLP, a limited liability partnershipregistered in England and Wales with registered numberOC375306 and whose registered office is at CommunicationsHouse, 26 York Street, London W1U 6PZPortfolioQualifying Investmentthe monies an Investor contributes to the <strong>Fund</strong> on or before aClosing Date plus all Investments made through the <strong>Fund</strong> whichare allocated to an Investor and registered in the name of theNominee on the Investor’s behalf and which are contributed outof such monies plus all income and capital profits arising thereonand so that, where an Investor contributes more than once inthe <strong>Fund</strong>: (i) all Contributions made within a single period whichfalls between two Closing Dates shall be regarded as part ofthe same Portfolio; and (ii) Contributions which are made withinperiods which fall between the Opening Date and two or moreClosing Dates, or between three or more Closing Dates, shall beregarded as separate Portfolios of that Investor within the <strong>Fund</strong>an Investment in an S<strong>EIS</strong> Qualifying Company or a <strong>EIS</strong> QualifyingCompany as the case may be<strong>Jenson</strong> Solutions Ltd, a limited liability company registered in<strong>Jenson</strong> SolutionsEngland and Wales with registered number 04279636 and whoseoffice is at Communications House, 26 York Street, London W1U 6PZS<strong>EIS</strong><strong>Seed</strong> Enterprise Investment Scheme under part 5A of the IncomeTax Act 2007 as introduced by the Finance Act 2012Markets in Financial Instruments Directive (2004/39/EC) (asMiFIDamended and supplemented from time to time) and a “non-MiFID” person, IFA or fund means any person, IFA or fund which isnot regulated by the regulatory regime introduced by MiFIDS<strong>EIS</strong> Qualifying Companya company which is a qualifying company for the purposes ofthe S<strong>EIS</strong>Minimum <strong>Fund</strong> Sizethe aggregate amount of Contributions by Investors amountingto £1 millionS<strong>EIS</strong> Qualifying Investmentan investment by a S<strong>EIS</strong> Qualifying Investor in a S<strong>EIS</strong> QualifyingCompany which meets all other conditions in the S<strong>EIS</strong> necessaryto obtain S<strong>EIS</strong> Relief including holding on to the relevant Sharesfor the applicable three year periodNomineeReyker Nominees Limited, a wholly owned subsidiary of ReykerSecurities plcS<strong>EIS</strong> Qualifying Investoran investor which is a qualifying investor for the purposes of S<strong>EIS</strong>

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