TERMS OF USE

Last Updated: 25th of November, 2025

1. Acceptance of Terms
Welcome to IPOSharks Venture Master Fund, LLC (the “Platform”). By registering for an account, accessing, or using our website and services, you agree to be bound by these Terms of Use (the “Terms”). If you do not agree to these Terms, you must not access or use the Platform.
2. Eligibility & Accredited Investor Status
The services provided by IPOSharks Venture Master Fund, LLC are available only to individuals and entities who can form legally binding contracts under applicable law. By registering, you represent and warrant that:
Age: You are at least 18 years old.
Accredited Status: You understand that investment opportunities on this Platform are intended solely for “Accredited Investors” as defined in Rule 501 of Regulation D under the Securities Act of 1933. You agree to provide all necessary documentation to verify your status if requested.
Jurisdiction: Your use of the Platform does not violate any laws or regulations of your jurisdiction of residence.
3. No General Solicitation or Pre-Existing Relationship
You acknowledge that the content on this Platform does not constitute a “General Solicitation” or “General Advertising” as defined under Regulation D.
Access to Deals: Registration on this Platform does not guarantee access to investment opportunities.
Qualification: We reserve the right to qualify all investors to establish a substantive, pre-existing relationship prior to offering any securities. You may be required to undergo a “cooling-off” period after registration before viewing active offerings.
4. Nature of Services & No Investment Advice
IPOSharks Venture Master Fund, LLC is an Exempt Reporting Adviser (ERA) and facilitates the formation of Special Purpose Vehicles (SPVs) for venture capital investments.
No Advice: The material on this Platform is for informational purposes only. Nothing herein constitutes legal, tax, investment, or financial advice.
Do Your Own Diligence: You acknowledge that you are solely responsible for conducting your own legal, accounting, and due diligence review of any investment opportunity.
5. Confidentiality of Investment Information
The investment memos, pitch decks, and financial data provided regarding private companies are highly confidential and proprietary.
Non-Disclosure: You agree not to share, distribute, or publish any deal-specific information found on this Platform to third parties, public forums, or media outlets.
Breach: Unauthorized sharing of deal flow information is grounds for immediate account termination and potential legal action.
6. Risks of Private Placements
You acknowledge the high risks associated with investing in private startups and SPVs, including but not limited to:
Illiquidity: There is no public market for these securities, and you may be required to hold them indefinitely.
Loss of Capital: Venture capital investments are speculative; you may lose your entire investment.
Lack of Control: You will have no voting rights or control over the management of the underlying portfolio companies.
7. User Account & Security
You are responsible for maintaining the confidentiality of your login credentials. You agree to notify IPOSharks Venture Master Fund, LLC immediately of any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to protect your account information.
8. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IPOSharks Venture Master Fund, LLC, ITS AFFILIATES, OFFICERS, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS OR DATA, ARISING OUT OF YOUR USE OF THE PLATFORM OR PARTICIPATION IN ANY INVESTMENT.
9. Indemnification
You agree to indemnify and hold harmlessIPOSharks Venture Master Fund, LLC and its affiliates from any claims, liabilities, damages, losses, or expenses (including legal fees) arising out of your violation of these Terms or your violation of any rights of a third party.
10. Governing Law & Dispute Resolution
These Terms shall be governed by the laws of the State of Delaware, without regard to its conflict of law provisions. Any disputes arising under these Terms shall be resolved exclusively in the state or federal courts located in Delaware.
11. Modifications to Terms
We reserve the right to modify these Terms at any time. We will provide notice of significant changes by updating the “Last Updated” date at the top of this page. Your continued use of the Platform constitutes acceptance of the revised Terms.

Critical Elements Included for Your Business Model:
The “Cooling-Off” Clause (Section 3): Since you use 506(b), you cannot show a deal to a stranger the second they sign up. This clause legally covers you by stating that registration is just the start of the relationship vetting process, not an instant ticket to buy.
Confidentiality (Section 5): Vital for VC. If a user leaks a startup’s pitch deck to a journalist, this clause gives you the grounds to ban them immediately.
Risk Disclosure (Section 6): Specifically highlights “Illiquidity,” which is the most common complaint from inexperienced private market investors.