Terms and Conditions of Use

Thank you for visiting this investor website located at https://prod-ncus-acs.finomial.com/identity/login?signin=365c4767a7c6d78fbaaa786c5b6cea07 (this “Investor Website”).  This Investor Website is being provided to you by VWH Capital Management, LP (together with its affiliates, “VWH”) in connection with your investment in an investment vehicle managed by VWH (each such vehicle, a “VWH Fund”).  By clicking below, you acknowledge and agree to abide by the terms and conditions set forth below.  Any unauthorized use of this Investor Website or the information or materials provided through this Investor Website is strictly prohibited.

All information made available to you through this Investor Website, including any posted materials (collectively, the “Materials”), is being provided to you on a confidential basis for informational purposes only.  The Materials presented on this Investor Website contain confidential, proprietary, trade secret and other commercially sensitive information.  Your use of the Materials is subject to the confidentiality and other applicable provisions of the operative agreement of each VWH Fund of which you are a partner and the other related agreements to which you are a party (the “Agreements”).  You shall keep the Materials strictly confidential and not reproduce or redistribute such information in any format except with the express written approval of VWH, as required by law or legal process or as expressly permitted in the applicable provisions of the Agreements.  To the extent permitted by law, you shall promptly return to VWH, upon request, any Materials that you have downloaded from this Investor Website.  These terms supplement VWH’s User Agreement, located at http://www2.vwhcapital.com, which are incorporated herein by reference thereto; to the extent any provisions of VWH’s User Agreement conflict with these terms, these terms shall control.

The foregoing shall not limit the disclosure of the tax treatment or tax structure of any VWH Fund of which you are a partner (or any transactions undertaken by such VWH Fund).  As used in this paragraph, the term “tax treatment” refers to the purported or claimed U.S federal income tax treatment and the term “tax structure” refers to any fact that may be relevant to understanding the purported or claimed U.S. federal income tax treatment, provided that, for the avoidance of doubt, (a) except to the extent otherwise established in published guidance by the U.S. Internal Revenue Service, tax treatment and tax structure shall not include (i) the name of, contact information for, or any other similar identifying information regarding any VWH Fund or any existing or future investor (or any employee or affiliate thereof) in any VWH Fund, or any investment or transaction entered into by any VWH Fund, (ii) any performance information relating to any VWH Fund or its investments, and (iii) any performance or other information relating to previous investments sponsored by VWH and (b) nothing in this paragraph shall limit the ability of a prospective investor to make any disclosure to the investor’s tax advisors or to the U.S. Internal Revenue Service.

Your access to this Investor Website is subject to revocation by VWH at any time with or without reason.

Unless otherwise indicated, any Material contained on this Investor Website is as of the date indicated therein and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after such date.  The posting of any Material does not imply that the information contained therein is correct as of any time subsequent to the date of such Material.  Neither the provision of access to this Investor Website at any time, nor any sale of the limited partner interests in any VWH Fund, shall under any circumstances create an implication that the information contained herein is correct as of any time subsequent to the dates described above.  VWH is under no obligation to update the information contained on this Investor Website or to notify investor of any subsequent update to this Investor Website.

None of the Materials contained on this Investor Website have been filed with the U.S. Securities and Exchange Commission, any securities administrator under any securities laws of any U.S. or non-U.S. jurisdiction or any other U.S. or non-U.S. governmental or self-regulatory authority.  Any representation to the contrary is unlawful.

Click “Click Here to Continue” to indicate that: (a) you are the investor to whom the investor number and password you utilized to log in were assigned by VWH, or an authorized agent of such investor; and (b) you have reviewed and agree to abide by, and have abided by, each of the terms set forth above.