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REQUIREMENTS
This investment is appropriate for Investors who have no need for immediate liquidity in their investments and who have adequate means of providing for their current financial needs, obligations, and contingencies, even if such investment results in a total loss. The investment involves a high degree of risk and is suitable only for an Investor whose business and investment experience, either alone or together with an
Investor representative, renders the Investor capable of evaluating each and every risk of the proposed investment.
An Investor must meet certain eligibility and suitability standards, some of which are set forth below, and must execute a Subscription Agreement. By executing the Subscription Agreement, an Investor makes certain representations and warranties upon which the Manager will rely in accepting subscriptions. Read the Subscription Agreement carefully.
Residency Requirement
If the prospective Investor is an individual, he or she must be a bona fide resident of California. If the prospective Investor is a trust, corporation or other entity, then its principal office must be located in California. If the prospective Investor is a pension, profit-sharing, IRA, or other retirement plan, its trustee or custodian must be a bona fide resident of California. If such trustee or custodian is not a resident of California, then (a) all participants or beneficiaries must be bona residents of California; (b) all investment decisions regarding such plan must be made by such participants or beneficiaries; and (c) the trustee or custodian may only perform ministerial functions with respect to the investment of retirement plan assets, without any independent authority or discretion to make investment decisions. 
Net Worth or Gross Income Requirement
Prospective Investors must meet one of the following net worth or gross income requirements:
(a) If the prospective Investor is an individual, then he or she must:
(i) have a net worth (exclusive of home, furnishings and automobiles) of at least Two Hundred and Fifty Thousand Dollars ($250,000) and an annual gross income of at least Sixty-Five Thousand Dollars ($65,000); or
(ii) have a net worth (exclusive of home, furnishings and automobiles) of at least Five Hundred Thousand Dollars ($500,000).
(b) If the prospective Investor is a trust, corporation, or other entity, then each of the trustees or principal owners must meet the requirements of either (a)(i) or (a)(ii), above.
(c) If the prospective Investor is a pension plan or profit-sharing plan, then:
(i) the trustee, custodian, or all of the participants of the plan must meet the requirements of either (a)(i) or (a)(ii), above; or
(ii) if the plan assets are in excess of One Million Dollars ($1,000,000), then a majority of the participants of the plan must meet the standards described in (a)(i) or (a)(ii), above.
10% of Investor’s Net Worth LimitationAn investment by an Investor is limited to ten percent (10%) of such Investor’s net worth .
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