Agreement to Terms

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

Please read this note carefully.
The area of this website which you are now accessing contains information relating to the recommended cash offer for the entire issued and to be issued ordinary share capital of Vero Software Plc (the "Company") by BV Acquisitions S.à.r.l. ("BV Acquisitions") to be implemented by way of a Court sanctioned scheme of arrangement pursuant to Part 26 of the Companies Act 2006 (the "Offer").

Contents of the website
The information in relation to the Offer posted on this website has been made available in order to comply with Rule 19.11 of the Takeover Code (the "Code"). The contents of this area of the website, including all information and documents, are not intended to, and do not, constitute (i) an offer to sell or an invitation or the solicitation of an offer to purchase any shares or other securities in the Company in any jurisdiction where such offer, invitation or solicitation is unlawful; (ii) the solicitation of a vote in any jurisdiction where such solicitation is unlawful; (iii) a prospectus or equivalent document or investment advice; or (iv) a recommendation by BV Acquisitions or any other person to sell or buy shares in the Company.

The contents have been placed on the website in good faith and for information purposes only, so that they can be accessed by certain shareholders, persons with information rights and other relevant persons.

This information speaks only as at the date of the relevant document reproduced on this website, and neither Vero nor BV Acquisitions has, or accepts, any responsibility or duty to update any such information or document and Vero reserves the right to add to, remove or amend any information reproduced on this website at any time. Further, the various contents of this website have been prepared in accordance with English law and the Code and, accordingly, the information disclosed may not be the same as that which would have been made available in jurisdictions outside the United Kingdom. The information in relation to the Offer posted on this website should not be relied upon for any other purpose.

Access to the Website
Access to the website and the implications and availability of the Offer are affected by the laws and regulatory requirements of jurisdictions outside the United Kingdom.

Accordingly, if you wish to access to this website you must first inform yourself about and then observe the laws and regulation requirements applicable to you and to your jurisdiction.

THE INFORMATION RELATING TO THE OFFER MAY NOT BE DOWNLOADED BY ANY PERSON EITHER IN WHOLE OR IN PART WHERE TO DO SO WOULD OR MAY CONSTITUTE A BREACH OF ANY APPLICABLE LOCAL LAWS OR REGULATIONS OR SUBJECT ANY PERSON CONNECTED WITH THE OFFER TO ANY REGISTRATION OR LICENCING REQUIREMENT IN THAT JURISDICTION.

Acceptance of this disclaimer
If, having read this disclaimer in full, you decide to agree to the terms set out below, you will need to click on the "I Agree" link below. By so doing you will confirm that you irrevocably undertake, represent and warrant that:

1. you are a shareholder, person with information rights or other relevant person related to the Offer;
2. you are not accessing this information from any jurisdiction where to do so would or may constitute a breach of any applicable local laws or regulations;
3. you acknowledge and agree that these documents should not be distributed (by any means including by electronic transmission) to persons (including, but not limited to natural persons, companies, corporations, partnerships and other similar entities) in any jurisdiction where such distribution may be restricted by applicable law. You also acknowledge that any such distribution could result in a breach by you of the applicable laws or regulations of such jurisdictions; and
4. you are accessing this area of the website for information purposes only.

If, having read this disclaimer in full, you are not permitted to view the information on this website, or viewing the information would result in a breach of the conditions in this disclaimer, or you are in any doubt as to whether you are permitted to view the information, or you do not want to accept the terms of this disclaimer, please exit this web page by clicking on the "I Disagree" box below.

Alternatively if, having read this disclaimer in full, you are permitted to view the information and you have read and understood the disclaimer set out above, then you may choose to agree to the following terms by clicking on the "I Agree" box below: "I have read and understood the disclaimer set out above. I understand that viewing this information may affect my rights. I agree to be bound by its terms and I accept that I am making the confirmations and acknowledgments herein. I confirm that I am permitted to proceed to this part of the website".

If you need further assistance please contact Julie Randall (Company Secretary) on 01242 542040 or info@vero.co.uk