WHO WE ARE

DISCLAIMERS

By accessing this web site and any materials presented herein (the “Site”), you accept in their entirety the following terms and conditions pertaining to the use of the Site. Tonka Capital Partners, LLCand its affiliates (collectively “Tonka”) reserves the right to change the terms, conditions and notices under which this Site is offered without notice at any time. Each use of the Site constitutes your agreement to be bound by the then-current terms and conditions set forth in these Terms of Use.

NO OFFER OF SECURITIES

Under no circumstances should any material at the Site be used or considered as an offer to sell or a solicitation of an offer to buy any interest in any investment fund sponsored or managed by Tonka’ affiliates. Any such offer or solicitation can and will be made only by means of the Confidential Information Memorandum of each such investment fund, only in jurisdictions in which such an offer would be lawful and only to individuals who meet the investor suitability and sophistication requirements of each such investment fund. Access to information about the investment funds is similarly limited to individuals who meet the applicable investor suitability and sophistication requirements. If you would like investment, accounting, tax or legal advice, you should consult with your own advisors with respect to your individual circumstances and needs.

LINKS TO THIRD PARTY WEBSITES

Tonka has not reviewed any of the web sites that may be linked to the Site, and is not responsible for their content. Tonka is not responsible for the privacy practices of such other web sites. Your linking to or use of any off-site pages or other web sites is at your own risk. Tonka’ inclusion of links to other web sites does not imply any endorsement of the material located on or linked to by such web sites. By accessing these links, you acknowledge that such other websites are not under the control of Tonka and you agree that Tonka shall not be responsible for any information or additional links found at such website, or for your use of such information.

NO WARRANTY

TONKA AND ITS RESPECTIVE OFFICERS, DIRECTORS, PRINCIPALS, AGENTS AND EMPLOYEES MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, SUITABILITY OR OTHER CHARACTERISTICS OF THE INFORMATION AND MATERIALS CONTAINED ON OR PRESENTED THROUGH THE SITE. ANY CONTENT OF THE SITE IS SUBJECT TO CHANGE WITHOUT NOTICE. ALL SUCH INFORMATION AND MATERIALS ARE PROVIDED “AS IS”, WITHOUT ANY WARRANTY OF ANY KIND. TONKA HEREBY FURTHER DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO SUCH INFORMATION AND MATERIALS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND AVAILABILITY.

LIMITATION OF LIABILITY

IN NO EVENT SHALL TONKA, AND ITS RESPECTIVE OFFICERS, DIRECTORS, PRINCIPALS, AGENTS AND EMPLOYEES BE LIABLE FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES, INCLUDING DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OF OR INABILITY TO USE THE SITE OR WITH ANY DELAY IN USING THE SITE, OR (II) ANY INFORMATION AND MATERIALS OBTAINED THROUGH THE SITE, OR (III) OTHERWISE ARISING OUT OF THE USE OF THE SITE; IN ANY CASE WHETHER BASED ON THEORIES ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE. SUCH LIMITATIONS APPLY EVEN IF TONKA OR ANY OF ITS RESPECTIVE OFFICERS, DIRECTORS, PRINCIPALS, AGENTS OR EMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

FORWARD LOOKING STATEMENTS

The contents of the site may contain forward­-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates, and projections about the financial industry, the economy, or its investments. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward­-looking statements. Furthermore, Tonka undertakes no obligation to update, amend or clarify forward-­looking statements, whether as a result of new information, future events or otherwise.

PAST PERFORMANCE

Any performance data or comments expressed on the site are not an indication of past performance. Past performance is not indicative of future results; no representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.

SITE CONTENTS

All content included on the site, such as text, images, graphics, logos, articles and other materials, is the property of Tonka or others and is protected by applicable laws. All trademarks and logos displayed on the site are the property of their respective owners, who may or may not be affiliated with Tonka. Nothing contained on the site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any content or trademark displayed on the site without the written permission of Tonka or such other third party that may own the content or trademark displayed on the site. Nothing in this disclaimer shall constitute a waiver of any trademark or other intellectual property rights concerning name, logo or trademark. Please be advised that Tonka may enforce its intellectual property rights to the fullest extent by law.

RESTRICTIONS ON USE

The information, materials and other content of the Site may not be copied, displayed, distributed, licensed, modified, published, reposted, reproduced, reused, sold, transmitted, used to create a derivative work or otherwise used for public or commercial purposes without the express written consent of Tonka.

SECURITY OF WEBSITE

Tonka’ information and technology systems may be vulnerable to damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors by its professionals, power outages and catastrophic events such as fires, tornadoes, floods, hurricanes and earthquakes. Although Tonka has implemented various measures to manage risks relating to these types of events, if these systems are compromised, become inoperable for extended periods of time or cease to function properly, Tonka may have to make a significant investment to fix or replace them. The failure of these systems and/or of disaster recovery plans for any reason could cause significant interruptions in Tonka’s operations and result in a failure to maintain the security, confidentiality or privacy of sensitive data, including personal information relating to clients and investors (and the beneficial owners of investors). Such a failure could harm Tonka’ reputation or subject it or its affiliates to legal claims and otherwise affect their business and financial performance. Additionally, any failure of Tonka’ information, technology or security systems could have an adverse impact on its ability to manage the private investment funds and separately managed accounts referred to herein.

GENERAL

These Terms of Use are governed by the internal laws of the State of Minnesota, without reference to their conflicts of laws provisions. You consent to the jurisdiction of, and venue shall lie in, any federal or state court located in Hennepin County, Minnesota U.S.A., as the exclusive jurisdiction and venue for the adjudication of all disputes arising out of or relating to the use of the Site.

If any provision of these Terms of Use is held to be invalid or unenforceable in any jurisdiction, such provision shall be deemed modified to the minimum extent necessary so that such provision shall no longer be held to be invalid or unenforceable, and these Terms of Use shall be interpreted so as to achieve the intent expressed herein to the greatest extent possible in the jurisdiction in question. Any such modification, invalidity or unenforceability shall be strictly limited both to such provision and to such jurisdiction.