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This is not an offer to sell nor a solicitation of an offer to buy units in the Fund. In making an investment decision, potential investors must rely on their own examination of the Fund documents, including the Private Placement Memorandum and the terms of the offering, including the merits and risks involved. Before making an investment, each potential investor should make their independent assessment and inquiries and consult their own advisors as to legal, business, tax, and related matters concerning an investment in the proposed Fund. The Fund and its portfolio companies (if any) are subject to several risk factors that may affect the Fund's performance, which may result in the Fund not achieving the stated objectives.