1. Why this Policy
1.1 Scope. This Commercial Policy (the "Commercial Policy") describes the regulations and policies that dictate how VERSO Capital established commercial relations and terms with companies and individuals within the framework of its business activities. This Commercial policy provides clarity over our way of doing business while achieving both the objective to protect the value we generate and to expand our scope of business.
1.2 Policy Updates. This Commercial Policy may be updated by Board Resolution by VERSO at any time and without prior notice.
2.1 Proprietary Opportunities. Each Investment Opportunity (the "Opportunity") is exclusively structured by VERSO and a dedicated Termsheet (the "Termsheet") is produced by VERSO to describe the detailed terms and is considered a proprietary product of VERSO. Only VERSO is in the position to set the terms in the Termsheet. VERSO is therefore not obliged to satisfy any third-party proposed terms.
2.2 Professional Introducers. VERSO engages with professional and reputable Introducers (the "Introducers") who have submitted their KYC documents and who understand VERSO's operating procedures and way of conducting its business. Introducers may introduce Prospective Investors (the "Prospective Investors") to VERSO directly. Please note VERSO does not work with politically-exposed Introducers (ie. PEP) and does not validate multi-lawyer introductions - VERSO shall only engage in new referrals with a single Introducer who demonstrate a high-degree of client knowledge and relevance in the client's commercial relation with VERSO. In other words, "name dropping" that might result in an effective Transaction shall not qualify as an Introduction and VERSO shall not approve any payment to the Introducer.
2.3 Introduction Agreements. VERSO must clear each and every referral prior to any potential Transaction or the Introduction will be considered automatically void. In order to confirm a new engagement, VERSO shall provide the engaged Introducer an Introduction Agreement (the "Introduction Agreement") over the specific Opportunity executed by VERSO's Managing Partner. This Introduction Agreement provides the breakdown of the introduction fees payable to the Introducer upon successful completion of a Transaction.
2.4 Confidentiality. VERSO requires that Introducers gather executed NDA-NDNC from each Prospective Investor being introduced to VERSO for each Opportunity. The Introducer shall abide by the same NDA-NDNC and work to protect the confidentiality and sensitivity of the information provided about the Opportunity.
2.5 Introduction List. VERSO encourages each Introducer to provide their Introduction List of Prospective Investors in order to clear their names and ensure VERSO is not already in direct or indirect contact with these Prospective Investors. VERSO does not allow for introductions of large Institutional Investors, which may include but is not limited to international investment banks, private banks, asset management companies, private equity funds, venture capital firms and sovereign wealth funds.
2.6 Commercial Partnerships. VERSO engages in Commercial Partnerships on a case-by-case basis. Terms in a Commercial Partnership may differ from a dedicated Termsheet in order to allow for VERSO and the Commercial Partners to effectively work together and share the economics over a specific Opportunity.
For any further enquiries or additional information, please contact VERSO Capital by email.
Updated May 21, 2021