CitySide Ventures

CONFIDENTIAL INFORMATION LEGAL DISCLAIMER 

This document is the property of CitySide Ventures LLC and is considered to be strictly confidential. It contains information intended only for the person to whom it is transmitted. With the receipt of this document, the recipient acknowledges and agrees that: i) in the event recipient does not require this document further, this document will be returned, at the address listed above as soon as possible; ii) the recipient will not copy, fax, reproduce, divulge, or distribute this confidential document, in whole or in part, without the expressed written consent of CitySide Ventures LLC  iii) all of the information herein will be treated as confidential material with no less care than that afforded to your own company confidential material.

TERMS & CONDITIONS 

This is an agreement of understanding is between the presenting startup (“Company”) and CitySide Ventures LLC. (“CSV”) 

Your Company was selected and accepted to present to BA members for the purpose of raising venture  funding, The Company hereby agrees to the following terms and conditions:

1. The Company will provide BA with the most up to date pitch deck, offering documents and current financials 48 hours prior to the scheduled presentation.
2. In the event that the Company will receive funding from Birmingham Angels Investor Network the Company agrees to pay CSV an administration & coordination fee of $2,400 per round of funding. 
3. If the Company elects for CSV to Syndicate the deal with our CitySide Capital Network (CAN) and the Company receives funding from members of our CAN in the amount that is greater than $36K, CSV will charge an additional administration & coordination fee of $1,200 post funding. 
4. The administration fee will be billed to the Company upon receiving the funding and clear in the receiving company bank account. The Company will be required to pay the invoice within 7 business days.
5. It is understood by the Company that all verbal or nonverbal commitments that are made by the BA members and Birmingham Angels LLC for funding are based on the information provided by the Company. In the event that any or part of the information to be found to be inaccurate, misleading or misrepresented, all deals and financial commitments will be immediately void.
6.  The Company agrees to honor the commitment for investment by BA and our CitySide Capital Network (CAN) partners or by SPV created by CSV if completed within 30-days of the Showcase presentation.
7. The Company founders and management team will make themselves available for up to 2 face-to-face and/or videos (call) conferences that will be scheduled in advance of closing.
8. The Company founders and the management team agree to receive private calls from individual investors and respond within 48 hours.
9. The Company hereby agrees and permits BA to post the name of the  Company on the BA webpage with name and logo and publish a press release with a portfolio update after funding that will be approved by the Company.
10. The Company is hereby prohibited from disclosing any information pertaining to BA and CAN members including name and contact information, BA business operations, and practices without the expressed permission of BA.

POST INVESTMENT REQUIREMENTS:

To make sure that we are clear on our philosophy and process we have created the following requirement guidelines following an investment from CSV, CAN and or Birmingham Angels. 

• The Founder(s) will be available for a monthly 15 to 30-minutes “Check-Point” call for a quick update. 
• The Founder(s) will send a quarterly update to Birmingham Angels using our web link: http://citysideventures.com/birmingham-angels-portfolio-monthly-update/
• Communicate any breakdowns and or important issues to investors sooner than later.
• In the event of any legal issues arising that might impact the company and possibly the investors, it is paramount that your company will provide all documentation to CSV to be distributed to the investors immediately.

I undersigned, hereby acknowledge that I am an authorized person to sign on behalf of the company. By completing and submitting this form, I agree to all of the terms and conditions as outlined in this agreement.