Keiretsu Forum arranges meetings between Issuers and potential Member (Investor)s. Those Issuers may be considering conducting private offerings of their equity in which the Member (Investor) may want to consider investing. Under securities law, Issuers conducting private offerings of their securities must observe various requirements, including that private offering may not involve any advertising or general solicitation.

Keiretsu Forum and Issuers that attend its meetings do not conduct any advertising or general solicitation. Keiretsu Forum Members (Investors) that attend meetings and that might want to invest in any Issuers must have demonstrated appropriate qualifications and must agree to the following terms:

1. Member (Investor) agrees that any invitation to Keiretsu Forum that Member (Investor) may receive is personal to the Member (Investor), and the Member (Investor) will not invite anyone else to attend, whether in addition to or instead of Member (Investor). If you desire to introduce any other potential Member (Investor) to Keiretsu Forum, please contact the Keiretsu Forum Mid-Atlantic Team in advance to pre-register your guest.

2. Member (Investor) understands that Member (Investor) may learn of private offerings through the Keiretsu Forum. These private offerings are subject to state and federal securities laws, which prohibit, among other things, the communication or retransmission to anyone of information received by Member (Investor) from Issuers through Keiretsu Forum. Such information is for the sole use of Member (Investor) and may not be reviewed by or shared with others. To the extent necessary, Issuers may separately provide information to Member (Investor) and to Member (Investor)’s legal, tax and investment decisions.

3. Member (Investor) understands that Keiretsu Forum has not reviewed any information about Issuers that are represented at its meetings. Member (Investor) will not rely on Keiretsu Forum for any such review. Keiretsu Forum makes no representations or warranties about any Issuer, express or implied. Member (Investor) understands that Member (Investor) is solely responsible for Member (Investor)’s own due diligence investigation of any Issuer before deciding to invest that Issuer.

4. Member (Investor) understands that all negotiations concerning investments (including price, percentage ownership interest and other terms) will take place directly between Member (Investor) and Issuers and that Keiretsu Forum is not acting as an agent or principal or in any other capacity in those negotiations or transactions.

5. Member (Investor) understands that Keiretsu Forum is not an investment adviser or underwriter for Member (Investor) for any Issuer and that Keiretsu Forum takes no responsibility for the accuracy or completeness of any information about any Issuer communicated to Member (Investor) by any means or by any person at any time.

6. Member (Investor) understands that, due to SEC regulations, Member (Investor) may not be able to review certain Issuers represented at prior Keiretsu Forum meetings. Member (Investor) may also not be able to view certain Issuers until 45 days after Keiretsu Forum receives this completed and signed Questionnaire.

7. Member (Investor) understands that if Issuer wants Member (Investor) to agree to other restrictions on the use of the Issuer’s confidential information, the Issuer may require that Member (Investor) enter into a separate non-disclosure agreement before providing the confidential information.

8. Member (Investor) understands that investing in early stage, private companies involves extreme risk and should be considered only by Member (Investor)s that can afford to lose their entire investment.

9. Member (Investor) understands that Keiretsu forum is not a broker/dealer and may not sell, offer to sell or solicit an offer to buy any security. References to Keiretsu Forum include its US affiliates and agents.

10. There is a no solicitation policy for members and guests at Keiretsu Forum meetings and events, and members agree not to use their membership for the purpose of soliciting business to their individual firms.

Member (Investor) should consult Member (Investor)’s own attorneys, accountants, investment advisers and other professional advisers when considering an investment.