NexMetro’s presentations, advertisements, and other marketing materials (collectively, the “Advertisement”) associated with or related to any of its affiliate or sponsored investment funds (each a “Fund” and collectively, the “Funds”) contain certain information that is non-public, confidential, and proprietary in nature. The Advertisement is provided on a strictly confidential basis for use by prospective investors solely in connection with their evaluation of a possible investment in the Funds. Any reproduction or distribution of the Advertisement, in whole or in part, or disclosure of its contents, without the prior written consent of NexMetro Communities, LLC, an Arizona limited liability company, and/or its subsidiaries and affiliates (collectively, “NexMetro”) is prohibited. All right, title and interest in and to the information contained in the Advertisement is the sole and exclusive property of NexMetro.
The Advertisement is provided for informational purposes only, and is not intended to provide, and should not be relied on, for investment, tax, legal or accounting advice and shall not be deemed to constitute such advice under any law. It is not provided with regard to your specific investment objectives, financial situation, tax exposure or particular needs. You should consider consulting your personal tax, legal and accounting advisors before engaging in any transaction. Investing involves significant risk and has the potential for partial or complete loss of funds invested. The Advertisement is not intended to be a risk disclosure statement. You should carefully read the final offering memorandum and/or other organizational, supplemental, and controlling documents before making an investment decision regarding any security. You are encouraged to ask questions of and receive answers from NexMetro and to obtain any additional information reasonably necessary concerning the matters described herein. Please refer to the Fund’s Confidential Private Placement Memorandum, Limited Liability Company Agreement, and Subscription Agreement (each, as may be amended, updated, and/or restated from time to time, collectively, the “Subscription Agreements”) for additional disclosures and discussion of risks associated with investment.
Neither NexMetro nor any of its respective affiliates, employees, or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information contained in the Advertisement or any other information (whether communicated in written or oral form) transmitted or made available to interested parties and each of such persons expressly disclaims any and all liability relating to or resulting from the use of the Advertisement or such other information by a prospective or current investor. Only those particular representations and warranties, if any, which may be made in or in accordance with the Subscription Agreements, when and if executed by both the prospective or current investor and NexMetro, and subject to such limitations and restrictions as may be specified therein, will have any legal effect.
Any financial projections appearing in the Advertisement represent assumptions for illustrative purposes only. By your acceptance of the Advertisement, you agree to conduct your own due diligence and evaluation of your prospective investment thereby making your own, independent determination of its suitability. The contents in the Advertisement do not purport to be complete and are subject to change and may be modified, deleted or replaced at any time in NexMetro’s sole discretion and without prior notice. NexMetro undertakes no duty to update any forward-looking statements appearing in the Advertisement. Past performance as well as any projection or forecast used or discussed in the Advertisement are not indicative of future or likely performance of any investment product. Statements may be forward looking, and such statements necessarily involve known and unknown risks and uncertainties that may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such statements.
No securities are offered for sale, and no solicitation of an offer to purchase securities, is being made. All such offers or solicitations will only be made to qualified offerees pursuant to a Confidential Private Placement Memorandum. All information contained in the Advertisement is qualified in its entirety by information contained in the Fund’s Subscription Agreements. Any such offer or solicitation will be made in accordance with applicable federal, state or non-U.S. securities laws. None of the information contained in the Advertisement has been filed or will be filed with the Securities and Exchange Commission, any regulator under any state securities laws or any other federal, state or non-U.S. governmental or self-regulatory authority. Any NexMetro-sponsored investment vehicle described in the Advertisement will not be registered under the investment Company Act of 1940, as amended, in reliance on an exception thereunder. Interests in such vehicles will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state and are being offered and sold in reliance on exemptions from the registration requirements of said Act and such laws. Any investors in such vehicles will be required to be qualified investors under the requirements of the relevant federal, state or non-U.S. securities laws, rules or regulations.