Clearwater Capital Management, LLC | New York - Real Estate Investment Management

TERMS & CONDITIONS

Terms and Conditions

Please read the following important legal information before continuing. Thank you for visiting this website, operated by Clearwater Capital Management, LLC (“Clearwater”). By using this website, you agree to be bound by these terms and conditions of use (the “Terms”). If you do not agree with these Terms, do not use this website.

1. No Offer or Solicitation. Neither this website nor any information accessible on this website constitutes or should be construed as an offer of advisory services, securities or other financial instruments, a solicitation of an offer to buy any security or other financial instrument, or a recommendation to buy, hold or sell a security or other financial instruments in any jurisdiction. Any such offer or solicitation will only be made through formal offering materials such as a confidential private placement memorandum (as amended, restated and supplemented from time to time) and subscription documents. The provision of information on this website does not constitute the rendering of investment, consulting, legal, accounting, tax or other advice nor is to be relied on in making an investment or other decision. Decisions based on this website are the sole responsibility of the user. If you would like investment, accounting, tax or legal advice, you should consult with your own financial advisors, accountants or attorneys regarding your individual circumstances and needs. All information provided on the website is presented only as of the date published or indicated and may be superseded by subsequent market events or other circumstances. You are responsible for refreshing your screen or setting the cache settings on your Internet browser to ensure you are viewing the most current version of the website.

2. Past Performance. The website could contain forward-looking statements from time to time, which reflect Clearwater’s current views with respect to, among other things, the operations and performance of Clearwater’s investments. You can identify these forward-looking statements by the use of words such as “outlook,” “believe,” “expect,” “potential,” “continue,” “may,” “should,” “seek,” “approximately,” “predict,” “intend,” “will,” “plan,” “estimate,” “anticipate” or the negative version of these words or other comparable words. Forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Clearwater undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. Any transactions described on the website as having been engaged in by Clearwater or any of its affiliates are included as representative transactions for illustrative purposes only and may not be representative of all transactions engaged in by Clearwater or any of its affiliates. No representation is being made that any investment or transaction will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided. The investment return and principal value of an investment may fluctuate. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS, WHICH MAY VARY.  ACTUAL REALIZED VALUES MAY DIFFER MATERIALLY FROM THE FAIR VALUES ASSIGNED, AND THERE CAN BE NO ASSURANCE THAT THESE UNREALIZED VALUES WILL ULTIMATELY BE REALIZED UPON DISPOSITION.

3. Third Party Sources and Content. Certain information contained on the website, such as economic and market information, is obtained from sources prepared by third parties and may not be updated through the date of presentation or the date of your access of this website. While such sources are believed to be reliable, Clearwater assumes no responsibility for the accuracy or completeness of such information. Clearwater does not review or monitor any third-party websites linked to or from this website and makes no representation and shall not be responsible for the content, accuracy, completeness, availability of or suitability of any information provided by third parties through this website, whether by hyperlink or otherwise, and whether such hyperlink is provided by Clearwater or by a third party. Any links to or from other websites are provided merely for the convenience of the users of this website. No endorsement or warranty is made with respect to content, products or services provided by the website’s host, to which this website may link, including information on the other website regarding this website, and Clearwater takes no responsibility therefor. Clearwater shall not be liable for any damages arising from access to any third-party websites. You should review the terms and conditions, privacy policies and other user agreements of all third-party sites that you visit as those will govern your access and use of those sites. CLEARWATER DISCLAIMS ALL RESPONSIBILITY FOR THE PRIVACY POLICIES AND CUSTOMER INFORMATION PRACTICES OF THIRD-PARTY INTERNET WEBSITES HYPERLINKED FROM THIS WEBSITE.

4. Copyrights; Restrictions on Use. The text, graphics, video, audio, software code, frames, user interface designs, logos and other contents on, or made available through, this website (collectively, the “Materials”), are copyrighted and protected by applicable copyright and other intellectual property laws and treaties. You may not alter, modify, redistribute, copy, reproduce or transmit any Materials, including the removal or obscuring of any copyright or other notices or legends contained in such Materials. All Materials are owned by Clearwater, or other parties who may or may not be affiliated with Clearwater. The Clearwater trademarks, service marks and logos used and displayed on this website, including CLEARWATER, CLEARWATER CAPITAL MANAGEMENT and the names of the investment funds managed by Clearwater (the “Funds”), include registered and unregistered trademarks and service marks of Clearwater. Other marks appearing on this website may be owned by third parties. Except as expressly provided in these Terms, nothing on this website grants, by implication, estoppel or otherwise, any license or right to you, including any license or right to use any proprietary information, such as trademark, patent, copyright, trade secret, proprietary information or other intellectual property on this website. Clearwater reserves all rights with respect to its proprietary information or Materials and will enforce such rights to the full extent of applicable law. The name CLEARWATER, CLEARWATER CAPITAL MANAGEMENT, the names of the Funds, and any other Clearwater marks shall not be used in any way, including in advertising or publicity, without prior written permission from Clearwater. Clearwater also prohibits use of Clearwater’s marks as part of a link to or from any website unless establishment of such a link is approved in advance by Clearwater in writing. Any unauthorized use of this website or Materials may violate applicable laws, rules and regulations, including, but not limited to copyright law, trademark law, other intellectual property laws and commercial regulations and statutes. This website may only be used for lawful purposes and in a lawful manner consistent with these Terms. You agree to comply with all applicable laws, statutes and regulations in connection with accessing and using the website. You may not copy, reproduce, publish, distribute, exchange, sell, modify, transmit, post or frame any Materials without the prior written consent of Clearwater.

5. Information Submitted to Clearwater. Other than as expressly agreed in writing by Clearwater, Clearwater does not agree to obligations of confidentiality or non-disclosure with regard to information submitted to it. By submitting information or materials to Clearwater, you, and anyone acting on your behalf, agree that any such information or materials will not be considered confidential or proprietary as between you and Clearwater. Clearwater will be free to use, modify, reproduce and distribute it for any purpose. Clearwater is not obligated to review any information or materials sent to it and reserves the right to reject information or materials in its sole discretion. Clearwater shall be under no obligation to return any information or materials to you.

6. Use of Cookies. A cookie is a file containing an identifier (a string of letters and numbers) that is sent by a web server to a web browser and is stored by the browser. The identifier is then sent back to the server each time the browser requests a page from the server. Clearwater’s website uses cookies to improve the functionality and security of the website (e.g. to remember a user while they are browsing from page to page or to identify certain types of malicious activity). For information about how we collect and use your data, including through the use of cookies, see Clearwater’s Privacy Notice.

7. Disclaimers. ALL INFORMATION, MATERIALS AND CONTENTS OF THIS WEBSITE ARE FURNISHED “AS IS” AND “AS AVAILABLE,” AND CLEARWATER DISCLAIMS, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY IMPLIED OR EXPRESS WARRANTY OR REPRESENTATION OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND WARRANTIES OF TITLE OR NON-INFRINGEMENT. MATERIALS ARE PROVIDED FOR INFORMATION PURPOSES ONLY AND ARE SUBJECT TO CHANGE WITHOUT NOTICE. CLEARWATER DOES NOT WARRANT THAT THIS WEBSITE WILL MEET YOUR NEEDS, AND CLEARWATER MAKES NO GUARANTEE THAT IT WILL UPDATE THIS WEBSITE. YOU AGREE TO ASSUME THE ENTIRE RISK AS TO YOUR USE OF THIS WEBSITE. CLEARWATER ASSUMES NO RESPONSIBILITY FOR, AND MAKES NO REPRESENTATIONS OR WARRANTIES TIED TO, THE FUNCTIONS OF THIS WEBSITE AND MAKES NO GUARANTEE THAT THIS WEBSITE WILL BE ERROR FREE, UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED OR THAT IT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Although Clearwater intends the information contained in this website to be accurate and reliable, errors sometimes occur. Use of this website is at your own risk.

8. Limitation of Liability. Clearwater shall not be liable under any circumstances, including but not limited to negligence, for any indirect, special, consequential or other damages that may result from the use of, or the inability to use, this website, even if Clearwater has been advised of the possibility of such damages. Clearwater shall not be liable for damages or injury, including but not limited to damages or injury caused by any performance or failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication, theft or destruction or unauthorized access to, alteration of, or use of information on this website, whether resulting, in whole or in part, from breach of contract, tortious behavior, negligence, or otherwise. Your sole remedy for dissatisfaction with the website is to stop using it. You agree to indemnify, defend and hold harmless Clearwater against any and all claims, damages, costs and expenses to the extent arising directly or indirectly from your or your representatives’ breach of these Terms or your or your representatives’ access or use of www.clearwatercm.com.

9. No Data Mining or Archiving. You may not (i) use robots, spiders, scripts, service, software, artificial intelligence (or any derivative thereof) or any manual or automatic device, tool or process designed to data mine or scrape the website or Materials, or otherwise access or collect the Materials or data or information from the website using automated means; or (ii) cache or archive the website or Materials (except for a public search engine’s use of spiders for creating search indices). You may not attempt or encourage others to access any password-protected areas of the website without authorization.

10. Modification of Terms; Monitoring of Website. Clearwater may revise these Terms by updating this posting at any time and without notice to you. You are responsible for reviewing these Terms for revisions. Clearwater may in its sole and absolute discretion shut down the website, modify these Terms, or terminate or suspend your access to the website at any time. Clearwater has the right, but not the obligation, to monitor use of the website, including for any unauthorized or objectionable conduct. Clearwater may investigate any complaint reported or suspected violation of these Terms and may report any activity relating to this website to regulators, law enforcement officials or other persons or entities that it deems appropriate. Clearwater may further take any and all action that it deems appropriate in response, without notice to you. Clearwater may access and disclose any information it considers necessary or appropriate for legal or regulatory purposes, including, without limitation, user contact details, Internet Protocol addressing, traffic information and usage history.

11. Jurisdictional Issues and Applicable Law. The website is directed at residents of the United States, and is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Clearwater or any affiliate to any registration or other requirement within such jurisdiction or country. Users who choose to access the website from other locations do so on their own initiative and are responsible for establishing the legality and usability of any information or materials on the website under the laws of any applicable jurisdictions. You may not use or export the information or materials on the website or accessible through the website in violation of U.S. laws and regulations. You agree that your use of the website and any disputes relating to the website, or these Terms shall be governed by the laws of the State of New York, USA, with exclusive jurisdiction in the state and federal courts located in New York, NY, USA for any legal action arising out of or relating to these Terms or your access and use of the website. Any cause of action you may have with respect to your use of this website must be commenced within one year after the claim or cause of action arises or will be deemed to have been waived. You agree not to object to the venue of, or the exercise of personal jurisdiction by, any such court.

12. Severability and Integration. If any provision of these Terms is held invalid or unenforceable in any respect, the remainder of these Terms shall be enforced to the full extent permitted by law. The Terms represent the entire agreement between Clearwater Capital Management, LLC and you regarding the subject matter herein, except as modified by revisions of these Terms posted by Clearwater.

Last revised: January 24, 2024