Pre-interview Compliance Questionnaire

Pre-interview Compliance Questionnaire
All members of the Software Solutions Advisory Board (SSAB) must complete this basic questionnaire to avoid potential conflicts. Thank you for taking the 5-7 minutes to complete it. Please note: SSAB clients include investment managers that invest long and short in publicly-traded securities of companies. As such, it is important that you answer each question and confirm your understanding of the items below. Please select “YES” or “AGREE” or “No” or “Disagree” to each section and provide additional details when prompted. For any questions, please call 212.933.1552.
Name*

First NameLast Name
Email*
example@example.com
Phone Number*
Please enter a valid phone number.
Are you currently, or have you been within the last twelve (12) months, an officer, director, employee, consultant or contractor of a publicly-traded company (or subsidiary of a publicly-traded company)?*
If yes to above, please explain:
Are you and/or your employer prohibited from discussing information relating to any publicly-traded software company?*
If yes to above, please explain:
Do you and/or your employer owe a duty of confidentiality to any company that we need to steer clear of discussing?*
If yes to above, please explain:
Are you and/or your employer subject to a non-disclosure agreement that would prohibit us from discussing any company?*
If yes to above, please explain:
Are you currently in possession of any confidential or material non-public information that relates to a publicly traded company?*
If yes to above, please explain:
Are you, or is your employer, a significant customer, distributor, supplier, producer or reseller of any goods or services provided to, or by, any publicly-traded software company? “Significant” is defined as representing >5% of the software company’s revenue or cost of goods sold?*
If yes to above, please explain:
To ensure we have the most up-to-date information, please share/confirm the name of your current employer? (Please list the company name or indicate “not currently working” if that is the case.)*
Please list any other employers you've had during the past 12 months (if any):*
You agree that the call may be recorded to ensure the accuracy of a written transcription of the conversation. The transcription, which does NOT include your name, may be distributed to select paying clients of the SSAB and its affiliates.*
Please confirm that you will only discuss the information for which you are authorized to speak, and that if you are not authorized to discuss an item, you agree to decline to provide that information. For example, you will refrain from sharing information relating to your employer, unless you are authorized to do so.*
If you are currently employed, please confirm that you have any necessary approvals from your employer to participate in conversations with the SSAB.*
Please confirm that you agree that the information you provide to SSAB: (a) shall not be confidential corporate information or material, non-public information; and (b) shall not have been obtained through any act of misappropriation or unlawful means or means that violate any obligation of confidentiality (including, but not limited to, any obligation created by employment or a non-disclosure agreement) or other duty you owe to the source of the information.*
By offering your knowledge to SSAB, you represent that you have sufficient knowledge to make a reasonable determination of what constitutes confidential corporate information and material, non-public information, and that, when in doubt, you will refrain from passing along such information.*
Please confirm that you understand that SSAB clients may decide to use any or all information provided by you in the decision-making process to purchase and sell securities.*
Please confirm that your participation in SSAB is in your personal capacity and not on behalf of any other entity (except for an entity that is wholly owned by you).*
Please confirm that you are responsible for compliance with all applicable laws, rules and regulations, and with any contractual relationships or fiduciary duties that are binding on you. You acknowledge that you are not subject to any conflict of interest, or any conflict or agreement, that would prevent you from participating in SSAB.*
Please confirm that you agree not to transmit information to SSAB if to do so would result in a violation of any law, regulation or duty that you owe to a third party. Further, you agree not to transmit information if you reasonably believe that someone breached a duty of confidence by disclosing the information to you, and you agree not to transmit information if the source of the information believes that you agreed to hold such information in confidence.*
You represent that you have never been: (a) convicted of a felony; or (b) the subject of an investigation by a securities regulator or other regulatory authority (state, federal or foreign); or (c) a defendant in any proceeding where fraud or violation of laws or regulations including the taking of a false oath, the making of a false report, perjury or bribery or conspiracy to commit any such offense is alleged.*
You acknowledge that SSAB’s clients are intended third-party beneficiaries of this agreement and have the same rights and expectations as SSAB with respect to any breach by you of any of the representations contained in this agreement.*
You agree that as compensation for your services to SSAB, you will receive complementary access to key products of the Company, including data, transcripts, and reports.*
You agree that the Company’s products, including its data, transcripts, and reports, as well as the names of SSAB Board members are confidential and proprietary information of SSAB and may not be shared with any third parties without the express written permission of SSAB.*
You agree that association with SSAB does not create an employment relationship with SSAB.*
You agree that either party may terminate this agreement at any time by notifying the other party. Your obligations contained in the acknowledgments and representations will survive the termination of this Agreement.*
You agree that this agreement will be governed by the laws of the State of New York. Any dispute concerning this agreement that cannot be resolved by the parties shall be resolved through arbitration by the American Arbitration Association, commercial rules, using a single arbitrator.*
You agree that this agreement is not effective until accepted by SSAB and that acceptance is communicated to you in our initial Q&A session with you. *
YOU AGREE THAT UNDER NO CIRCUMSTANCES WILL SSAB BE LIABLE TO YOU OR TO ANY OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM YOUR INTERACTIONS WITH SSAB. SSAB SHALL NOT BE LIABLE FOR ANY CLAIMS AGAINST YOU BY THIRD PARTIES.*
THE ABOVE TERMS AND CONDITIONS SHOULD BE CAREFULLY READ, UNDERSTOOD AND ACCEPTED BEFORE PARTICIPATING IN DISCUSSIONS WITH SSAB. PLEASE CLICK BELOW TO AGREE TO THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. *
By signing below, you confirm that you have read, understood, and agree to the above Terms and Conditions. Your electronic signature further attests that all information provided in this questionnaire is accurate and truthful to the best of your knowledge.

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