Client Information and Privacy Policy

The Company is required by federal regulations to adopt certain procedures designed to protect all Client confidential and nonpublic information and to safeguard personal information contained in both paper and electronic records. The following policy (the “Privacy Policy”) is designed to meet the standards set forth in the federal regulations as well as the Commonwealth of Massachusetts Standards for Protection of Personal Information (to the extent that such standards are applicable). For purposes of this Privacy Policy, the term Client includes, where appropriate, investors in Funds managed by the Company.

i. Implementation

The Company is committed to (i) safekeeping personal information collected from potential, current and former Clients and (ii) safeguarding against the unauthorized acquisition or use of unencrypted data or encrypted electronic data regarding each Client. The proper handling of personal information is one of the Company’s highest priorities.

To this end, the CCO have been designated to implement, maintain, review and revise, as necessary, a comprehensive information security program. The primary objectives for the CCO are to identify and assess any and all reasonably foreseeable internal and external risks to the security, confidentiality and/or integrity of any electronic, paper or other records containing personal information, and to evaluate and improve, where necessary, the effectiveness of current safeguards for limiting such risks. To this end, the Company

• employs ongoing Employee training,
• sets policy for Employees relating to the storage, access and transportation of Client records and personal information,
• reviews the scope of security measures at least annually,
• reasonably monitors its information systems, including for unauthorized use or access, and
• reasonably reviews and tests electronic encryption and other elements of its computer security system (including its secure user authentication protocols, secure access control measures and system security agent software).

The CCO reviews all contractual relationships with third party service providers engaged by the Company and conducts a periodic review to ensure adequate protections are in place with respect to the safeguarding of personal information.

ii. Client Information

The Company collects and keeps only such information that is necessary for it to provide the services requested by its Clients and to administer its Clients’ business with the Company. For instance, the Company may collect nonpublic personal information (such as name, address, social security number, assets, income, net worth, copies of financial documents and other information deemed necessary to evaluate the Client’s financial needs) from Clients when they complete a subscription or other form. The Company may also collect nonpublic personal information from Clients or potential clients as a result of transactions with the Company, its affiliates, its Clients or others (such information to include information received from outside vendors to complete transactions or to effect financial goals).

iii. Sharing Information

The Company only shares the nonpublic personal information of its Clients with unaffiliated entities or individuals (i) as permitted by law or as required to provide services to the Company’s Clients, such as with representatives within our firm, securities clearing firms, insurance companies and other services providers of the Company, (ii) to comply with legal or regulatory requirements, or (iii) as permitted by an agreement (i.e. non-disclosure agreements). The Company may also disclose nonpublic personal information to another financial services provider in connection with the transfer of an account to such financial services provider. Further, in the normal course of business, the Company may disclose information it collects about Clients to entities or individuals that contract with the Company to perform servicing functions such as recordkeeping or computer-related services. Finally, the Company may make good faith disclosure of the nonpublic personal information of its Clients to regulators who have regulatory authority over the Company.

Companies hired to provide support services to the Company are not allowed to use personal information for their own purposes and are contractually obligated to maintain strict confidentiality. When the Company provides personal information to service providers, it requires these providers to agree to safeguard such information, to use the information only for the intended purpose and to abide by applicable law.

The Company does not (x) provide personally identifiable information to mailing list vendors or solicitors for any purpose or (y) sell information relating to its Clients to any outside third parties.

iv. Employee Access to Information

Only Employees with a valid business reason have access to Clients’ personal information. These Employees are educated on the importance of maintaining the confidentiality and security of such information and are required to abide by the Company’s information handling practices. The Company employs reasonable procedures to prevent terminated Employees from accessing records containing personal information.

v. Protection of Information

The Company maintains security standards to protect Clients’ information, whether written, spoken, or electronic. To that end, the Company restricts access to nonpublic personal information to Company personnel who need to know such information in order to provide services to Clients. All electronic or computer files containing such information is password secured and firewall protected from access by unauthorized persons. The Company periodically updates and checks its systems to ensure the protection and integrity of information.

The Company also maintains reasonable restrictions upon physical access to records containing personal information and stores such records in secure facilities.

vi. Maintaining Accurate Information

The Company’s goal is to maintain accurate, up to date Client records in accordance with industry standards. The Company has procedures in place to keep information current and complete (including the timely correction of inaccurate information).

vii. E-Mail

Should a Client send the Company a question or comment via e-mail, the Company will share the Client’s correspondence only with those Employees or agents most capable of addressing the Client’s question or concern. All written communications pertaining to such question or comment will be retained by the Company until such time as the Company believes (in its good faith judgment) that it has provided the Client with a complete and satisfactory response. After that time, the Company will either discard the communication or archive it according to the requirements of applicable securities laws.

Please note that, unless expressly advised otherwise, the Company’s e-mail facilities do not provide a means for completely secure and private communications. Although every attempt will be made to keep Client information confidential, from a technical standpoint, there is still a risk. For that reason, Clients are encouraged to avoid using e-mail to communicate information to the Company that is considered confidential. If the Client wishes, communications with the Company may be conducted via telephone. Additional security is available to Clients if they equip their Internet browser with 128-bit “secure socket layer” encryption, which provides more secure transmissions. Clients may as well make use of file encryption (as supported in commercial products such as Adobe PDF) to communicate confidential information.

viii. Disclosure of Privacy Policy

The Company recognizes and respects the privacy concerns of its potential, current and former Clients. The Company is committed to safeguarding this information. As a member of the financial services industry, the Company provides this Privacy Policy for informational purposes to Clients and Employees and will distribute and update it as required by law. The Privacy Policy is also available to upon request.

ix. Violations

The Company imposes reasonable disciplinary measures, which may include termination, for violations of its Privacy Policy.

LEGAL DISCLAIMER

All content is for informational purposes only. Nothing on this website is an offer or solicitation to buy or sell any security. Any such offer or solicitation will be made only by means of a private offering memorandum in accordance with applicable law. Each prospective investor in the funds managed by Axar Capital Management, LP (“Axar”) will be required to satisfy certain eligibility requirements and to represent that he or she has not relied on any information in making an investment decision other than the information included in the private offering memorandum. Although this website may include investment-related information, nothing on the website is a recommendation that you purchase, sell or hold any security or other investment, or that you pursue any investment style or strategy. We do not give any advice or make any representations through the website as to whether any security or investment is suitable to you or will be profitable. Nothing on the website is intended to be, and you should not consider anything on the website to be, investment, accounting, tax or legal advice. 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.

WEBSITE

The Site is operated by Axar on an “AS IS,” “AS AVAILABLE” basis, without representations or warranties of any kind. AXAR DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THIS SITE AND ITS CONTENT, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. Without limiting the foregoing, Axar does not represent or warrant that the Content on the Site is accurate, reliable, complete or current or that the Site will operate without interruption or error. Axar makes reasonable efforts to avoid technological problems, but at any time the Site may have and may cause problems, such as viruses or other harmful components. Axar shall not be liable for any action you take or any decision you make in reliance on the Site. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.

You acknowledge that you are aware that by using this Site you may be subject to security and privacy exploitations, including, eavesdropping, sniffing, spoofing, hacking, breaking passwords, harassment, exposure to objectionable material, posturing, and/or other security or privacy hazards.

LIMITATION OF LIABILITY

Under no circumstances, shall Axar and its affiliates or any of their employees, directors, officers, agents, vendors or suppliers be liable for any direct or indirect losses or damages arising out of or in connection with the use of or inability to use the Site. This is a comprehensive limitation of liability that applies to all losses and damages of any kind (whether general, special, consequential, incidental, exemplary or otherwise, including, without limitation, loss of data, income or profits), whether by statute, law or in contract, negligence or other tortuous action, even if an authorized representative of Axar or its affiliates has been advised or should have known of the possibility of such damages. Applicable law may not allow the limitation of liability set forth above, so this limitation of liability may not apply to you. In no event shall the total liability of Axar or any of its affiliates for any and all damages and causes of action exceed the amount paid by you, if any, for the use of this Site.

NO ENDORSEMENTS

References on the Site to any names, marks, products or services of third parties or hypertext links to third party sites or information do not constitute or imply an endorsement, sponsorship, or recommendation of the third party, information, product or service by Axar. Axar and its affiliates do not endorse or make any warranties or representations about any site you may access through the Site. Any links to other sites are provided for convenience only. If you access any third-party web site through the Site or otherwise, you do so at your own risk.

NO SECURITIES OFFERING OR INVESTMENT ADVICE

The information on the Website is intended to enable investors to understand the nature of the Firm’s financial advisory services. Nothing contained in or on the Website should be construed as a solicitation of an offer to buy or offer, or recommendation, to acquire or dispose of any security, commodity, or investment or to engage in any other transaction. Any such offer or solicitation shall be made only pursuant to the confidential private placement memorandum for a fund or similar document (“Confidential Memorandum”), which qualifies in its entirety the information set forth herein and contains a description of the risks of investing. The Confidential Memorandum relating to a fund should be reviewed carefully prior to an investment in that fund. The terms and risk factors of a fund are set out in its Confidential Memorandum, which is available to qualified prospective investors upon request. The contents hereof are qualified in their entirety by the Confidential Memorandum and subscription agreements of each fund.

The information in the Website should not be construed as the Firm’s endorsement, recommendation or sponsorship of any company or security. There are inherent risks in relying on, using or retrieving any information found on the Website, and the Firm urges you to make sure that you understand these risks before relying on, using or retrieving any information on the Website. You should evaluate the information made available through the Website, and you should seek the advice of professionals, as appropriate, to evaluate any opinion, advice, product, service or other information. Information on this site should not be relied upon for making business, investment or other decisions or used as a substitute for consultation with professional advisors.

The Firm’s services are designed to integrate with the services provided by its clients’ other financial, legal and tax advisers, not to replace their services.

You acknowledge that any of your requests for information are unsolicited and any information shall neither constitute nor be construed as investment advice from the Firm to you or to form an investment advisory relationship, or any other client relationship between you and the Firm or any of its affiliates or employees. The Firm strongly recommends that you seek outside advice from a qualified securities professional. The Firm does not guarantee the suitability or potential value of any particular investment or information source. The Firm may invest or otherwise hold an interest in companies or securities that may be discussed on the Website.

UNAUTHORIZED ACCESS

This Website is not absolutely protected against unauthorized third parties. You acknowledge that any information provided through the Internet may be potentially accessed by unauthorized third parties. Although the Firm will make reasonable efforts to protect the privacy of users of this site, no guarantee can be made that unauthorized third parties will not access the information contained on the Website. You acknowledge that the Firm is not responsible for notifying you that unauthorized third parties have gained such access or that any data has been otherwise compromised during transmission across computer networks or telecommunications facilities, including, but not limited to, the Internet.

Use of this Website by recruiters, “head hunters,” employment consultants or agencies, personnel placement agencies, professional services companies, employment contractors and staffing agencies seeking current Axar employees as candidates for placement is strictly prohibited.

Axar reserves the right to monitor and record activity on the Site at its sole discretion and may report any activity that it suspects may violate any law or regulation as it deems appropriate.

PASSWORDS AND SECURITY

You are responsible for the confidentiality and use of your password. Your password is an important means of protection for you. You agree to contact the Firm immediately if you believe that an unauthorized person has obtained access to your password. You may not allow others to use your user name or password to access or use any part of the Website. If your password has been compromised for any reason, you should contact the Firm immediately for a new password. If you provide your password to any third party, you will be solely responsible for any actions taken by such third party using your password.

All information on the non-public (i.e., password-restricted) areas of the Website is confidential and private and you may not disclose or distribute such information to any other person for any purpose and is made available solely for your personal use in connection with your investment activities.

LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of New York, U.S.A., excluding its conflicts of law principles.