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To access to this section of the website, it is necessary to read and accept the following disclaimer which must be carefully evaluated before reading, accessing or using in any way the information below. By accessing this section of the website, you are accepting the terms and conditions set out below, which may be modified or updated (for this reason they must be read in full every time you access the website).

The Information Document provided in this section of the website (“Information Document”) has been drawn up with the aim of admitting the ordinary shares of Media-Maker S.p.A. (the “Shares” and the “Company”) for trading on the multilateral trading facility called Euronext Growth Paris (“Euronext Growth”), in compliance with the applicable regulation.

The issue of Shares contemplated in the Information Document and in any other information contained in the following pages does not constitute a “public offering” and therefore it is not necessary to draft a prospectus according to the European applicable guidelines. The Information Document does not constitute a prospectus and its publication need not to be authorized in accordance with the EU Directive no. 2003/71/EC, the EU Regulation 2017/1129 or any other rule or regulation that regulates the drafting and publication of prospectuses.

This section of the website, the Information Document and any other information contained in the following pages are accessible only to persons who: (i) are resident in a European Country and are not domiciled and do not currently live in the United States of America, Australia, Japan, Canada or any other country where the circulation of the Information Document and/or such information requires the approval of the competent authorities or is in violation of local rules and regulations (“Other Countries”); and (ii) are not “US Person”, as defined in the Regulation S of the United States Securities Act of 1933, as amended from time to time, and are not individuals who act on their behalf or benefit, without the existence of an appropriate registration or a specific exemption from registration obligation as per the United States Securities Act and the applicable law.

A “US Person” is not allowed to access this section of the website, download, store or temporarily or permanently save the Information Document or any other information contained in this section of the website. The information contained in this section of the website must not be copied or forwarded to anyone. It is not allowed, for no reason and under no circumstance, to circulate, directly or by third parties, the Information Document or any other information contained in this section of the website to individuals who match the requisites of points (i) and (ii), in particular in the United States of America, Australia, Japan, Canada or in the Other Countries.

The information provided in this website (or in any other website that contains a hyperlink with this website) does not constitute an offer, invite to offer or promotional activity in relation to the Shares in respect of any citizen or resident of the United States of America, Australia, Japan, Canada or Other Countries. Furthermore, the Company’s Shares are not, nor will be, subject to registration under the United States Securities Act of 1993, as amended, or by any regulatory authority of any state or other jurisdiction of the United States of America and must not be offered or sold in the United States of America or to an “US Person” or to an individual who acts on his behalf or benefit, without the existence of an appropriate registration or a specific exemption from the registration obligation, or in Australia, Japan, Canada or Other Countries.

The Regulation S of the United States Securities Act of 1933, as amended, defines a “US Person” as being: (a) any person physically residing in the United States of America; (b) “partnerships” and “corporations” constituted and organized according to applicable U.S. legislation; (c) any property whose administrators or managers include a “US Person”; (d) trusts, of which a trustee is a “US Person”; (e) any agency, subsidiary or branch of a body whose registered offices are in the United States of America; (f) non-discretionary accounts; (g) other similar accounts (excluding properties or trusts), managed or administered on behalf of or to the benefit of a “US Person”; (h) partnerships and corporations, if they have been (i) constituted and organized according to the legislation of any foreign jurisdiction; and (ii) constituted by a “US Person” with the main purpose of investing in unregistered stocks as defined by the United States Securities Act of 1933, as subsequently modified, unless they have been constituted or organized by and are owned by accredited investors (according to the definition given in Rule 501(a) of the United States Securities Act of 1933) who are not natural persons, properties or trusts.

In order to access to this website, the Admission Document and any other information contained in the following pages, I declare at my own full liability that I reside in an European Country and I am neither domiciled nor currently located in the United States of America, Australia, Japan, Canada or in Other Countries, and that I am not a “US Person” as defined by Regulation S of the United States Securities Act of 1933, as amended from time to time.

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