To purchase Shares, an Investor must meet certain eligibility and suitability standards, some of which are set forth below, and must execute a Subscription Agreement and Power of Attorney ("Subscription Agreement") in the form attached as Exhibit B. By executing the Subscription Agreement, an Investor makes certain representations and warranties upon which the Manager will rely in accepting subscriptions.

An Investor's subscription will be limited to ten percent (10%) of the Investor's net worth. Additionally, each Investor must represent in writing that such Investor is a bona fide resident of the State of California (or if the Investor is a trust, that the principal office of such trust is located in California ), and that such Investor: