Highgate

Disclosures


PRIVACY POLICY

Who We Are

Formation Capital, LLC (‘Formation’) has filed its registration as an investment adviser and its offices are located in Alpharetta, Georgia. At Formation, we are committed to safeguarding your personal and financial information. We recognize the importance of protecting the information that you provide to us in order for us to provide our services and products and that you provide when you visit our website located at www.formationcapital.com. The following information is designed to help you understand Formation’s information collection practices.

By providing Formation with your personal or financial information, or by visiting this Website, you are accepting the practices described in this Privacy Policy. If you do not agree to this policy, please do not provide us with personal or financial information or use this Website.

What Information We Collect

Formation collects non-public personally identifiable information (“PII”) about you as described in this section.

Formation may collect non-public information about you from the following sources: (1) information that we receive about you on applications, agreements, or other forms; (2) information that you give us orally; (3) information about your transactions with us or our affiliates; (4) information that you submit to us in written correspondence, including emails and other electronic communications. Information from these sources generally includes, but is not limited to, information on your personal background, financial situation, financial transactions and account numbers.

We generally record certain usage information, such as the number and frequency of visitors to this Website. This information may include the Internet browser you are using and your Internet Protocol (IP) address. If we use this data at all it will be on an aggregate basis, and we will not disclose to third parties any information that could be used to identify you personally.

Cookies

Cookies are small bits of computer code that we may install on your computer when it accesses this Website. Cookies make your visit to our Website easier and more convenient. We may use cookies for purposes such as to authenticate users, provide tailored content, and to determine whether a visitor is new or has visited the site before.

While most browsers are set to accept cookies by default, Web browsers typically also have features that permit you to refuse cookies or to alert you before accepting them. Your browser manufacturer has information on changing the default setting for your specific browser. Please understand that if you refuse to accept cookies from our Website, you may not be able to use some portions of our Website and services.

Our Website may also use various technologies to collect non-PII when someone visits our Website. For example, as you browse our Website, we may collect information about your visit, but not about you personally. We may monitor statistics such as the number of people that visit our Website, and from which domain our visitors come. We also may use outsourcing programs to assist us in analyzing this data to better tailor our websites and services.

How We Use and Disclose Your Information

We use your PII only to: (1) provide and service our products and services; (2) provide information to our affiliates and Service Providers; and (3) fulfill our legal obligations to any regulatory or government body to whom we are required to report, or to fulfill certain obligations pursuant to the USA Patriot Act. We will not sell, share, or rent your PII to non-affiliated third parties in contravention of this Privacy Policy.

In the course of providing our services and in order to provide our services, we may disclose PII to non-affiliated companies that perform services for us (“Service Providers”), such as companies that provide transaction processing, or performance reports and statements for assets under management. These Service Providers, however, act on our behalf and are contractually obligated to keep the information we provide them confidential and to use the information only for the purposes authorized.

We also may disclose PII to non-affiliated third parties for other purposes required or permitted by law or regulation. Such disclosures may include: (1) to comply with a court order, legal process, or other judicial or investigative proceeding that produces a request for information from us; (2) to permit auditing of account information; (3) to fulfill or respond to a request from you or your authorized representative; (4) to protect against fraud or as otherwise permitted or required by law, including to protect our legal interest; (5) to acquire, sell or transfer the funds or our business or assets; and (6) as otherwise indicated in this Privacy Policy.

How We Protect Your Information

To protect personal information for you from unauthorized access or use, we permit access only to Formation employees and our Service Providers’ employees who have a need to know. In addition, we have implemented, and we maintain, technical, administrative, personnel and physical security safeguards.

Changes to This Privacy Policy

Formation reserves the right to change, modify, add, or remove portions of this Privacy Policy at any time for any reason. Such changes shall be effective immediately upon posting. We suggest that you visit the Website and review the Privacy Policy periodically for changes. You acknowledge that by accessing our Website after we have posted changes to this Privacy Policy, you are agreeing to the terms of the Privacy Policy as modified.

Access, Correction and Questions

If you have any questions as to this Privacy Policy, or wish to notify us of any errors or changes as to any PII you provide to Formation, you can contact Scott Brown at sbrown@formationcapital.com or at (770) 754-9660.

TERMS OF USE

Terms and Conditions of Use of This Website

Before using this website (www.formationcapital.com) (“Website”), please carefully read these Terms and Conditions of Use (the Terms) carefully. Any use of this Website will constitute your understanding and acceptance of the Terms and your agreement to be bound by them. If you do not accept the Terms stated herein, do not use this Website.

This Website is owned and operated by Formation, either alone or in conjunction with its affiliates, agents and partners. Formation reserves the right, in its sole discretion, without any obligation or notice requirement, to amend, alter, modify, add, update or remove portions of these Terms at any time. All such changes are effective upon posting to the Website. You are responsible for reviewing the Terms periodically and you acknowledge that by accessing the Website after we have posted changes to these Terms, you are agreeing to these Terms as modified. These Terms supplement any other agreements between you and Formation or its affiliates and in the event of a conflict between these Terms and your other agreements with Formation or its affiliates, those agreements will govern.

Disclaimer

Formation’s Website is limited to the dissemination of general information pertaining to its advisory services, together with access to additional investment-related information, publications, and links. Neither this Website or anything else on this Website constitutes an offer to sell, a solicitation of an offer to buy, or a recommendation of any security, product, or service, regardless of whether such security, product, or service is referenced on or through this Website. Accordingly the publication of Formation’s Website on the Internet should not be construed by any consumer and/or prospective client as Formation’s solicitation to effect, or attempt to effect transactions in securities, or the rendering of personalized investment advice for compensation, over the Internet. Any subsequent, direct communication by Formation with a prospective client shall be conducted by a representative that is either registered or qualifies for an exemption or exclusion from registration in the state where the prospective client resides.

Formation does not make any representations or warranties as to the accuracy, timeliness, suitability, completeness, or relevance of any information prepared by any unaffiliated third party, whether linked to Formation’s Website or incorporated herein, and takes no responsibility therefor. All such information is provided solely for convenience purposes and all users should be guided accordingly.

Certain portions of Formation’s Website (e.g. newsletters, articles, commentaries, etc.) may contain a discussion of, and/or provide access to, Formation’s (and those of other investment and non-investment professionals) positions and/or recommendations as of a specific prior date. Due to various factors, including changing market conditions, such discussion may no longer be reflective of current position(s) and/or recommendation(s). Moreover, no client or prospective client should assume that any such discussion serves as the receipt of, or a substitute for, advice from Formation, or from any other investment professional. Formation is neither an attorney nor an accountant, and no portion of the Website content should be interpreted as investment, legal, accounting or tax advice.

Material on this Website and/or its contents are current at the time of writing and may not be reproduced or distributed in whole or in part, for any purpose, without the express written consent of Formation. Any views expressed herein are those of the author(s), are based on available information, and are subject to different investment decision for different clients.

Intended Audience

The information provided on this Website is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which would subject Formation or its affiliates to any registration requirement within such jurisdiction of country. Formation is a Georgia Limited Liability Company registered with the U.S. Securities and Exchange Commission as an investment adviser pursuant to the Investment Advisers Act of 1940. Formation does not claim that the products or services described in this Website are available in any particular jurisdiction or are appropriate for any particular investor. If you choose to access this Website from a location outside of the United States, you are responsible for compliance with any applicable foreign laws.

Prohibited Uses

Except as otherwise stated in these Terms or as expressly authorized by Formation in writing, you may not: use this Website in a manner that could damage or overburden any Formation server, or any network connected to any Formation server; use this Website in a manner that would interfere with another party’s use of the Website; use any robot, spider, intelligent agent, other automatic device or manual process to search, monitor, or copy this Website or the reports, data, information, content, software, products services, or other materials on, generated by, or obtained from this Website without Formation’s permission; or use this Website or the materials in any manner that could create the impression of affiliation, sponsorship or endorsement by Formation.

Intellectual Property

All copyrights, trademarks, logos, service marks, trade names, or other intellectual property displayed on, or used in conjunction with this Website are proprietary to Formation. Any third-party trademarks, logos, service marks, or trade names on this Website are used for identification purposes only and are the property of their respective owners. The content of this Website is protected by applicable intellectual property law. Formation reserves all rights with respect to intellectual property ownership of all material on this Website and will enforce such rights to the full extent permissible by law. The material accessible on or through this Website is accessible for personal browsing and printing purposes only.

Privacy Policy

Please review our Privacy Policy to learn about our information collection practices and the measures we take to safeguard the privacy and security if your information.

Limitations on Liability and Indemnification

Decisions based on the information contained in this Website are your sole responsibility. In exchange for using this Website, you agree to defend, indemnify and hold harmless Formation, its affiliates and each of their respective officers, directors, members, partners, managers and employees against any losses, damages, claims, liabilities and costs (including reasonable attorneys’ fees) including but not limited to the extent: (1) arising from any decision that is made based on the information contained on this Website; or (2) resulting from or arising out of any unauthorized or otherwise inappropriate use of any of the content of this Website attributable to you.

All information and content on this Website is furnished on an “as is” and as “available” basis, without warranty of any kind, expressed or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Formation does not warrant that the Website will meet your needs, be error-free, be corrected promptly if an error exists, be secure or contain no computer viruses or other harmful content. You assume the entire cost of any necessary servicing, repairing or correcting of your property or operations as a result of using this Website.

Formation and its directors, officers or employees will not be liable to you in contract, tort, strict liability, or otherwise for any direct, indirect, special, punitive, consequential, or incidental damages related in any way to your use of this Website.

Termination

Formation may terminate your access to this Website at any time and for any reason.

Governing Law and Severability

These Terms will be governed and construed under the laws of the State of Georgia and the applicable provisions of U.S. Federal law without regard to conflicts of law. To the extent that the applicable laws of the State of Georgia or any of the provisions herein conflict with applicable provisions of U.S. Federal law, the latter shall control. Any legal action relating to these terms shall be instituted in any State or U.S. federal court in Georgia and you waive any objection which you may now or hereafter have to the laying of venue of any such proceeding and irrevocably consent and submit to the personal jurisdiction of those courts for the purposes of litigating any such action.

If any part of these Terms is held invalid, void, unlawful or unenforceable, that part will be deemed modified as necessary to make it effective, and the remaining provisions of these Terms will remain in full force and effect. No waiver of any term of provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision. Except as expressly provided in Formation’s Privacy Policy, these Terms constitute the entire agreement between you and Formation with respect the use of this Website.