Membership Agreement

Mid Atlantic Bio Angels (MABA) consists of individual angel investors interested in financing privately held companies or ventures typically in an early stage of development. Please review the following description of the relationship between MABA and its Members and, if you wish to become a Member, so indicate below:

What you can expect MABA to provide you as a Member:

If you agree to the requirements of membership, you will be placed on our mailing list and will be given access to the “members only” section of our website.  You will get invitations and access to all MABA membership meetings.  Since most of our members are experienced in one or more aspects of the life sciences, this means you will have the opportunity to interact with sophisticated, savvy life science angels.  In addition, you will get access to deal flow, as well as due diligence information for deals in which you have expressed an interest.  You can also view whatever other information we may share or may reside on our site in the future.

What MABA requires from you:

1.  You will treat as confidential all information provided by applicants or presenting companies to the group, all discussions among the group, and all due diligence information generated by our Members or shared with us by other angel groups, as well as the identity of the other Members.

2.  You agree to disclose to the group any relationship you have or may have with a presenting company, including any personal gain you may receive.

3.  You agree not to solicit presenting companies for the purpose of obtaining paid engagements for business, consulting or professional services.

4.  By becoming a Member of MABA, you are confirming that you are an accredited investor (as defined by the SEC).  You understand that you must conduct your own analysis and due diligence to determine the appropriateness of any investment you make in any company to which you are introduced through MABA. MABA does not conduct any investigation to verify the factual information submitted to potential investors by individual entrepreneurs. Hence, MABA makes no representations or warranties regarding these companies. Neither MABA nor its representatives or agents are responsible or liable for any investment decision you make as a result of being a Member of MABA

5.  You understand that MABA has executed an agreement with other angel groups (the “Agreement for Cooperation and Due Diligence Sharing”, available at http://angeltreaty.com/join-treaty/) that allows each group to share its due diligence with the others without the risk of being held liable for the information that is provided.  All signatory groups require their members to be aware of this  agreement and acknowledge it.  By signing this agreement, you confirm that you have read, understand and agree to honor the provisions of that agreement.

6.  You understand that, even though we have in place a $1,000 per year membership fee structure, MABA is more interested in having you be an “active” life science investor.  To us, “active” means that you invest at least $25,000 per year in life science companies (whether through MABA or other angel groups).  You confirm that you are an “active” life science investor.  You acknowledge that, to preserve the integrity of the group, on rare occasions we may ask you to substantiate your investment activity in life sciences or else to pay the membership fee.

7.  You acknowledge that MABA retains the absolute right to deny your involvement in the group, at any time and on any grounds (including for failure to verify your active status or pay the fee, if required).

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Definitions

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Representations

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Content

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Communication

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Venue and Choice of Law

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Force Majeure

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Severability

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Binding Effect

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