Legal Notice

IMPORTANT LEGAL NOTICE:

W.D.C. Holdings, LLC d/b/a Northstar Commercial Partners and Robert Brian Watson are subject to an SEC civil enforcement action (SEC v. Watson et al., D. Colo.) in which a jury returned a verdict finding liability for alleged violations of federal securities laws. Remedies, which may include disgorgement, civil penalties, and injunctive relief, are pending court determination. NCP is not currently soliciting or accepting new investor capital pending resolution of this matter. Please consult qualified legal and financial counsel before making any investment decision.

Any statements regarding anticipated co-investment by Northstar, its affiliates, or its principals are forward-looking in nature and are subject to change based on project needs, financing considerations, market conditions, or other factors. There is no assurance that any anticipated co-investment will occur, and Northstar undertakes no obligation to update any such statements. Actual Co-Investment May Differ Materially from Descriptions or Expectations. Northstar Commercial Partners, its affiliates, and their principals, including Brian Watson, are not obligated to invest personal funds. Any personal investment by Northstar, its affiliates, or their principals, if made at all, may occur at different times, in different amounts, or in different forms than investments made by other investors, or may not occur at all. Investors should not rely on any anticipated co-investment when making an investment decision. Notwithstanding any statement, communication, or understanding to the contrary, neither Brian Watson, the Manager, nor any affiliate of the Manager is required or obligated to contribute personal funds or other capital to the Company. Any capital contribution by Brian Watson, the Manager, or any affiliate, if made at all, shall be entirely discretionary and may occur, if at all, at different times, in different amounts, or in different forms. No Member shall have any right to require, expect, or rely upon any such contribution, and the absence of any contribution by Brian Watson, the Manager, or any affiliate shall not constitute a breach of this Agreement, a default, or a violation of any duty owed to the Company or its Members.