"HDL Capital is an excellent partner. They provided us not only with our seed capital, but also quickly helped us raise meaningful venture capital, recruit key executives, and refine our nascent business model. We couldn't have gone from a small group in a basement to a major acquisition by AOL within a year without their support"

-> Alex Quilici
formerly CEO and co-founder, Quack.com


DISCLAIMERS

Important Legal Notices to All Users of This Web Site

By accessing this web site and any pages thereof, you agree to be bound by the terms of the Legal Notices set out below. If you do not agree with the terms of these Legal Notices, do not access this web site or any pages thereof.

No Advice
The information provided on this web site is intended for informational purposes only and is not intended to constitute financial, accounting, legal or tax advice. Many factors unknown to us may affect the applicability of any statement or comment that we make on our web site to your particular circumstances. You should consult directly with professional advisers before acting on any information on this web site.

Accuracy and Changes
Facts and information provided on this web site are believed to be accurate at the time they are posted. However, this web site could include inaccuracies, typographical errors, or out-of-date information. Changes may be made at any time to the information on this web site without prior notice. Please consult HDL Capital Corporation directly for complete and up-to-date information on products and services.

Disclaimer of Warranty and Limitation of Liability
HDL Capital Corporation does not warrant the accuracy, completeness, quality, adequacy or content of any information on this web site. Such information is provided "as is" without warranty or condition of any kind, either express or implied, including, without limitation, the implied conditions and warranties of merchantability and fitness for a particular purpose. Some jurisdictions do not allow the exclusion of implied warranties, so the above may not apply to you. HDL Capital Corporation will not be responsible or liable for any direct, indirect, special, incidental, or consequential damages, or any other damages whatsoever, including, without limitation, lost revenues, lost profits or loss of prospective economic advantage, resulting from the use or misuse of this web site, or the information, documents, software or content thereof, even if advised of the possibility of such damages or such damages are reasonably foreseeable.

In no event will HDL Capital Corporation, its affiliates, agents, licensors, suppliers, or their respective directors or employees, be liable for damages or losses resulting from: viruses, data corruption, failed messages, transmission errors or problems; telecommunications service providers; links to third-party web sites; the internet backbone; personal injury; third-party content, products or services; damages or losses caused by you, or your respective employees, agents or subcontractors; loss of us or lack of availability of facilities including computer resources, routers and stored date; the use or inability to use this web site or the content; any other web site accessed to or form this web site; or events beyond the reasonable control of the HDL Capital Corporation even if HDL Capital Corporation or any of its lawful agents, or employees have been advised of the possibility of such damages or claim.

No Solicitation
Nothing on this web site constitutes a solicitation or offer by HDL Capital Corporation to buy or sell products or services of any kind whatsoever including without limitation securities or any other financial instrument of any issuer.

Applicable Jurisdiction
The information on this web site is intended for use by persons resident in Canada only and this web site use agreement should be construed in accordance with the laws of Ontario. Any products or services mentioned on this web site are made available only in accordance with local law (including applicable securities laws) and only where they may be lawfully offered for sale.

Hyperlinks Are Not Endorsements
Links to other web sites or references to products, services or publications other than those of HDL Capital Corporation on this web site do not imply the endorsement or approval of such web sites, products, services or publications by HDL Capital Corporation.

Trade-Marks Belonging to HDL Capital Corporation or Other Entities
"HDL Capital Corporation" and the "HDL Capital Corporation" logo are trade-marks of HDL Capital Corporation. All other product and service marks mentioned on our web site are the trade-marks of their respective owners.

Copyright HDL Capital Corporation
HDL Capital Corporation either owns the intellectual property rights in the underlying HTML, text, images, audio clips, video clips, software and other content that is made available to you on this web site (the "Content"), or has obtained the permission of the owner of the intellectual property in such content to use the content on this web site. HDL Capital Corporation grants to you a limited license to display the Content on your computer and print the Content on your printer solely for your own personal non-commercial use provided that you do not modify the Content and that you do not delete any of the proprietary notices.

Are you an "Accredited Investor"?

HDL Capital Corporation, is qualified to carry out placements of securities in the Exempt Market, as defined in National Instrument 45-106, and as such only transacts securities transactions with Accredited Investors.
 An "accredited Investor" has the meaning ascribed to it in section 2.3 of National Instrument 45-106 – Prospectus and Registration Requirements.

The most common definitions* of an accredited investor are as follows:
a) A person registered under the securities legislation of a jurisdiction of Canada, as an advisor or dealer [e.g.: someone that is MFDA or IROC licensed], other than a Exempt Market Dealer registered under the Securities Act (Ontario) or the Securities Act (Newfoundland and Labrador);

b) An individual registered or formerly registered under the securities legislation of a jurisdiction of Canada as a representative of a person or company referred to in (a) above;

c) An individual who, either alone or with a spouse, beneficially owns, directly or indirectly, financial assets having an aggregate realizable value that, before taxes, but net of any related liabilities, exceeds $1,000,000. For the purposes of this clause, financial assets include only cash and securities;

d) An individual whose net income before taxes exceeded $200,000 in each of the two (2) most recent calendar years or whose net income before taxes combined with that of a spouse exceeded $300,000 in each of those years and who, in either case, has a reasonable expectation of exceeding the same net income level in the current year;

e) An individual who, either alone or with a spouse, has net assets of at least $5,000,000;

f) A person, other than an individual or investment fund, that has net assets of at least $5,000,000 as shown on its most recently prepared financial statements; or

g) A company or corporate entity which all of the owners of interests, direct, indirect or beneficial, except the voting securities required by law to be owned by directors, are persons that are accredited investors. *These definitions are interpretive and investors are encouraged to review the National Instrument themselves or seek advice.


© Copyright HDL Capital Corporation 2011. All Rights Reserved.