From the Midam Ventures Website -
COMPENSATION DISCLAIMER
MIDAM VENTURES, LLC was paid an advertising fee of $105,000 cash & 21,125,000 Restricted Common shares by Progressive Care, Inc (RXMD) of which 10,000,000 are freely trade-able as of 7/18/2016 for marketing & awareness within written, social & display materials for Progressive Care, Inc (RXMD). FOR A DURATION OF 1 year and 6 months DAYS Beginning 6/11/2015. & ending 10/1/2016.
MIDAM VENTURES, LLC contracted on servicing for an advertising fee of $90,000, $45,000 in Restricted Common shares by Progressive Care, Inc (RXMD) and $45,000 in cash payable in (6) monthly installments of $7,500 beginning 4/6/2016.
What do we do?
We are paid advertisers, also known as stock touts or stock promoters who disseminate favorable information (the “Information”) about publicly traded companies (the “Profiled Issuers”).
How is the Information published?
We publish the Information on the Website, in newsletters, audio, and live interviews featured reports message boards and email communications for specific time periods that are agreed upon between us and the Profiled Issuer. Our publication of the Information is known as a “Campaign”.
How is a potential investor impacted if they receive the Information later than other investors?
If the trading volume and price of a Profile Issuer’s securities increases after the Information is provided to an earlier group of investors, then subsequent investors will pay inflated prices for any securities of the Profiled Issuers that they purchase. This will likely result in the Profiled Issuers having trading losses.
What will happen when the Campaign ends?
Most, if not, all of the Profiled Issuers are penny stocks that are il-liquid and whose securities are subject to wide variations in trading price and volume. During the Campaign the trading volume and price of the securities of each Profile Issuer will likely increase significantly. When the Campaign ends, the volume and price of the Profiled Issuer will likely decrease dramatically. As a result, investors who purchase during the Campaign and hold shares of the Profiled Issuer when the Campaign ends will likely lose most, if not, all of their investment.
Why do we publish only favorable Information?
We only publish favorable information because we are compensated to only publish favorable information.
Why don’t we publish negative information?
We don’t publish negative information because we are not paid to publish negative information. We are paid to publish only favorable information.
Is the Information complete, accurate, truthful or reliable?
The Information is a snapshot that provides only positive information about the Profiled Issuers. The Information consists of only positive content. We do not and will not publish any negative information about the Profiled Issuers; accordingly, investors should consider the Information to be one sided and not balanced, complete, accurate, truthful or reliable.
What we do not do.
We do not publish negative information about the Profiled Issuers. We do not verify or confirm any portion of the Information. We do not conduct any due diligence or research any aspect of the Information including the completeness, accuracy, truthfulness or reliability of the Information. We do not review the Profiled Issuers’ financial condition, operations, business model, management or risks involved in the Profiled Issuer’s business or an investment in a Profiled Issuer’s securities.
Where does the Information come from?
The Information is provided to us by the Profiled Issuers and/or the person who hires us. We may also obtain the Information from publicly available sources such as the OTC Markets, Google, NASDAQ, NYSE, the Securities and Exchange Commission’s Edgar database or other available public sources.
What will happen if an investor relies on the Information?
The Information is neither a solicitation to buy nor an offer to sell securities. The Information should not be used to make an investment decision or for trading or investment purposes. If an investor relies on the Information in making an investment decision it is highly probable that the investor will lose most, if not, all of his or her investment.
Who pays us to publish the Information?
The source of our compensation varies depending upon the particular circumstances of the Campaign. We are compensated by the Profiled Issuers, third party shareholders and other parties related to the Profiled Issuers such as officers and/or directors who will derive a financial or other benefit from an increase in the trading price and/or volume of a Profiled Issuer’s securities.
The nature and amount of compensation we receive for publishing the Information about each Profiled Issuer and our ownership of each Profiled Issuer is set forth below under the heading captioned, “What we are compensated”.
What warranties do we make about the Information?
None. We make no warranty or representation about the Information including its completeness, accuracy, truthfulness or reliability and we disclaim, expressly and implied, all warranties of any kind, including whether the Information is complete, accurate, truthful, or reliable and as such, your use of the Information is at your own risk. The Information is provided as is without limitation.
Who is responsible if an investor relies on the Information?
The investor. We are not responsible or liable for any person’s use of the Information or any success or failure that is directly or indirectly related to such person’s use of the Information. A person’s review and/or reliance upon the Information is at their own risk. We are not responsible for omissions or errors in the Information. We will not update the Information and we are not responsible for actions taken by any person who relies upon the Information.
What do we urge potential investors to do?
Investors should conduct their own in-depth investigation of the Profiled Issuers with the assistance of his or her legal, tax and investment advisers. An investor’s review of the Information should include but not be limited to the Profiled Issuer’s financial condition, operations, management, products or services, trends in the industry and risks that may be material to the profiled Issuer’s business and other information you and your advisers deem material to an investment decision. An investor’s review should include, but not be limited to a review of available public sources and information you receive directly from the Profiled Issuers or from websites such as Google, OTC Markets, NASDAQ, NYSE, www.sec.gov or other available public sources.
Why is this Disclaimer being provided?
We are providing you with this disclaimer because we are publishing advertisements about penny stocks. Because we are paid to disseminate the Information to the public about securities, we are required by the securities laws including Section 10(b) of the Securities Exchange Act of 1934 ( the “Exchange Act”) and Rule 10b-5 thereunder, and Section 17(b) of the Securities Act of 1933, as amended (“the “Securities Act”), to specifically disclose our compensation to you as well as other information including that we may hold, as well as purchase and sell the securities of a Profiled Issuer before, during and after we publish the Information about the Profiled Issuer. We may instruct investors to purchase the securities of a Profiled Issuer during the same time that we sell.
The anti-fraud provisions of state and federal securities laws require us to inform you that we will engage in buying and selling of Profiled Issuer’s securities before, during and after the Campaigns.
What we are not.
We are not and do not act in the capacity of any of the following; as such, you should not construe our activities as involving any of the following:
• An independent advisor or consultant;
• Providing investment advice;
• Acting in the capacity of an investment adviser or engaging in activities that would be deemed to be providing investment advice that requires registration either at the federal or state level;
• Broker-dealer activities or acting in the capacity of a registered representative or broker;
• Stock picker;
• Securities trading expert;
• Securities researcher or analyst;
• Financial planner or financial planning;
• Provider of stock recommendations;
• Provider of advice about buy and sell or hold recommendations as to specific securities; or
• Making an offer or sale of securities or solicitation to purchase securities.
What conflicts of interest do we have in publishing the Information?
We are not objective or independent and have multiple conflicts of interest. The Profiled Issuers and parties hiring us have conflicts of interest.
Our publication of the Information involves actual and material conflicts of interest including but not limited to the following:
• We receive monetary and/or securities compensation in exchange for publishing the (favorable) Information about the Profiled Issuers;
• We do not publish any negative information whatsoever about the Profiled Issuers;
• We may own a Profiled Issuer’s securities that we acquired from the Profiled Issuer, third parties or from our own open market purchases before, during or after the Campaign and we may sell these securities during the Campaign while publishing the (favorable) information that instructs investors to purchase. Our selling of a Profiled Issuer’s securities will likely cause investors to suffer losses;
• A short time after we acquire a Profiled Issuer’s securities, we may publish the (favorable) Information about the Profiled Issuer advising others, including you, to purchase; and while doing so, we may sell the Profiled Issuer’s securities we acquired during our public dissemination of the Information causing us to profit while you suffer a loss;
• Parties holding a Profiled Issuer’s securities including those who engage our services and/or compensate us will sell their shares of the Profiled Issuer while we are publishing the (favorable) Information.
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