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All persons using the KGRI Group website ("Site") expressly agree to the foregoing disclaimer as a pre-condition to using this Site for any purpose whatsoever. The materials on the Site including, without limitation, news articles, informational materials and all other accredited investor-specific information, have been prepared for informational purposes only and do not constitute financial, legal, tax or any other advice. All information contained herein is provided "as is" and KGRI Group expressly disclaims making any express or implied warranties with respect to the fitness of the information contained herein for any particular usage, its merchantability or its application or purpose. Prior to making any investment you should consult with a professional financial advisor, legal and tax advisor to assist in due diligence as may be appropriate and determining the appropriateness of the risk associated with a particular investment. In no event shall iLIFE Capital be responsible or liable for the correctness of any such material or for any damage or lost opportunities resulting from use of this data.

By accessing the password-protected area of this site, you agree not to invest in any posted investment or Principal Protection strategy (other than investments in which you or your affiliates are already invested, have already been solicited for or are already actively considering an investment in) for thirty (30) days after the approval of your Accredited Investor Verification. KGRI Group reserves the right to terminate, at any time, any registered user's account with KGRI Group (as well as access to the latter's web site), without giving notice or a reason for such termination to the user.

Additionally, by accessing the password-protected area of this site, you agree to immediately contact KGRI Group if there is any change in your status as a "Qualified Accredited Investor."  An investment in Shares is only suitable for persons who qualify as Accredited Investors as per Rule 506(c) of Regulation D, specifically The Jumpstart Our Business Startups (JOBS) Act under the Securities Act.  Prior to access to the password-protected area of this website, all investors will be pre-qualified as Accredited Investors through the Reasonable Steps Verification Requirement under Rule 506(c):

The Reasonable Steps Verification Requirement under Rule 506(c)

To clarify the reasonable steps requirement, Rule 506(c) lists non-mandatory, non- exclusive verification methods for natural person purchasers. Under the rule, an issuer is deemed to have taken reasonable steps in verifying the AI status of a natural person if it uses one of these four methods:

1.    Income. If basing the determination of AI status on a purchaser's income:

        >     review Internal Revenue Service (IRS) forms that report the purchaser's income for the past two years; and

        >     obtain a written representation from the purchaser that it reasonably expects to reach the income level
                required to qualify as an AI in the current year.

2.    Net worth. If basing the determination of AI status on a purchaser's net worth:

        >     review one or more specified documents dated within the past three months, including bank statements, brokerage
                statements and tax assessments (to confirm assets) and a report from one of the national consumer reporting agencies (to
                confirm liabilities); and

        >     obtain a written representation from the purchaser that it has disclosed all liabilities necessary to make a net worth
                determination.

3.    Third-party verification. Obtain a written representation from an acceptable third party designated by the purchaser that the third party has taken reasonable steps to verify the purchaser's AI status within the past three months and has determined that the purchaser is an AI. Acceptable third parties for these purposes are limited to:

        >     registered broker-dealers;
        >     registered investment advisers;
        >     licensed attorneys; and
        >     certified public accountants.

4.    Investor from an earlier Rule 506(b) offering of the issuer completed before September 23, 2013. Permit an existing securityholder who had acquired the issuer’s securities in a Rule 506 offering before September 23, 2013 (which would necessarily be a Rule 506(b) offering), and who had qualified as an AI at that time, to participate in the Rule 506(c) offering if that securityholder affirmatively certifies its AI status at the time of sale in the Rule 506(c) offering.

Subscriptions may only be accepted on the basis of a Subscription Agreement duly executed by the prospective securityholder. All registered users, including individuals and entities, should communicate with their legal advisors if they believe that their status as a qualified accredited investor has changed. If a registered user's status as a qualified accredited investor has changed, such registered user agrees to immediately notify KGRI Group of such change. Nothing in this Site may be considered as an offer or solicitation to purchase or sell securities or other services. If any provision in this Disclaimer Agreement is held to be invalid or unenforceable, then the remaining provisions shall continue in full force and effect.

Users of the KGRI Group website may view, download and print information and materials on this Site for its personal and internal business use provided that all hard copies contain all copyright and other applicable notices. All users may not reproduce, modify, copy, alter in any way, distribute, sell, resell, transmit, transfer, license, assign or publish any information obtained from this Site. Registered User shall not use this site at any time for any purpose that is unlawful or prohibited and shall comply with any applicable local, state, national or international laws or regulations when using this Site.

KGRI Group, and the logos and marks included on the KGRI Group site that identify KGRI Group services and products are proprietary materials. The use of such terms and logos and marks without the express written consent of KGRI Group is strictly prohibited. Copyright in the pages and in the screens of the Site, and in the information and material therein, is proprietary material owned by KGRI Group unless otherwise indicated. The unauthorized use of any material on the KGRI Group website may violate numerous statutes, regulations and laws, including, but not limited to, copyright, trademark, trade secret or patent laws.

KGRI Group
A Merchant Banking & Advisory Firm

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