diff --git a/src/TXSOS-Registered-ForProfit/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-OperatingAgreement.md b/src/TXSOS-Registered-ForProfit/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-OperatingAgreement.md index 0569a0d..4c19f44 100644 --- a/src/TXSOS-Registered-ForProfit/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-OperatingAgreement.md +++ b/src/TXSOS-Registered-ForProfit/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-OperatingAgreement.md @@ -2409,10 +2409,26 @@ INVESTMENT IN ANY SERIES OF THE COMPANY INVOLVES SUBSTANTIAL RISKS, INCLUDING BU 7. **Economic Risk**: THE SUCCESS OF ANY SERIES MAY BE AFFECTED BY GENERAL ECONOMIC CONDITIONS, INCLUDING INTEREST RATES, INFLATION RATES, AND GENERAL MARKET CONDITIONS. +8. **Series LLC Structure Risks**: THE SERIES LLC STRUCTURE IS RELATIVELY NOVEL AND INVOLVES LEGAL UNCERTAINTIES, INCLUDING POTENTIAL CHALLENGES TO THE ASSET SEGREGATION PROTECTIONS AND VARYING TREATMENT ACROSS JURISDICTIONS. WHILE TEXAS LAW PROVIDES FOR SERIES ISOLATION, OTHER STATES OR COUNTRIES MAY NOT RECOGNIZE THESE PROTECTIONS, POTENTIALLY EXPOSING ASSETS TO CLAIMS IN THOSE JURISDICTIONS. + +9. **Tax Risks**: CHANGES IN TAX LAWS OR REGULATIONS, OR INTERPRETATIONS THEREOF, MAY ADVERSELY AFFECT THE TAX TREATMENT OF INVESTMENTS IN ANY SERIES. EACH SERIES MAY BE CLASSIFIED DIFFERENTLY FOR TAX PURPOSES, AND INVESTORS SHOULD CONSULT THEIR OWN TAX ADVISORS REGARDING THE TAX CONSEQUENCES OF THEIR INVESTMENT. + +10. **Regulatory Risks**: CHANGES IN APPLICABLE LAWS OR REGULATIONS, OR THEIR INTERPRETATION OR ENFORCEMENT, COULD ADVERSELY AFFECT ANY SERIES. THE REGULATORY ENVIRONMENT FOR SERIES LLCs AND CERTAIN BUSINESS ACTIVITIES IS EVOLVING, AND CHANGES COULD ADVERSELY IMPACT OPERATIONS. + +11. **Technology Risks**: THE COMPANY AND ITS SERIES RELY HEAVILY ON TECHNOLOGY SYSTEMS, INCLUDING ELECTRONIC RECORD KEEPING AND SERVICE PROVIDER PLATFORMS. FAILURES, BREACHES, OR OBSOLESCENCE OF THESE SYSTEMS COULD SIGNIFICANTLY DISRUPT OPERATIONS AND AFFECT PERFORMANCE. + +12. **Service Provider Dependency**: THE MANDATORY USE OF DESIGNATED SERVICE PROVIDERS CREATES DEPENDENCY RISKS. FAILURE OF THESE SERVICE PROVIDERS COULD ADVERSELY AFFECT MULTIPLE SERIES SIMULTANEOUSLY. + + ### Section 9.3 - Acknowledgment of Risk Factors EACH SERIES MEMBER, BY EXECUTING THIS AGREEMENT OR A COUNTERPART HEREOF, ACKNOWLEDGES THAT THEY HAVE READ AND UNDERSTOOD THE RISK FACTORS SET FORTH IN THIS ARTICLE AND ACCEPT SUCH RISKS. +### Section 9.4 - Private Placement Memorandum + +EACH SERIES MAY ISSUE A PRIVATE PLACEMENT MEMORANDUM OR OTHER OFFERING DOCUMENT IN CONNECTION WITH THE OFFER AND SALE OF ITS MEMBERSHIP INTERESTS. ANY SUCH DOCUMENT WILL CONTAIN ADDITIONAL DISCLOSURES, RISK FACTORS, AND OTHER INFORMATION SPECIFIC TO THAT SERIES. IN THE EVENT OF ANY CONFLICT BETWEEN THIS AGREEMENT AND ANY PRIVATE PLACEMENT MEMORANDUM OR OFFERING DOCUMENT, THE PRIVATE PLACEMENT MEMORANDUM OR OFFERING DOCUMENT SHALL CONTROL WITH RESPECT TO THE SPECIFIC SERIES TO WHICH IT RELATES. INVESTORS SHOULD CAREFULLY REVIEW ANY PRIVATE PLACEMENT MEMORANDUM OR OFFERING DOCUMENT BEFORE INVESTING. + + ## ARTICLE 10 - MISCELLANEOUS ### Section 10.1 - Amendments