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TERMS OF USE

 

Welcome to Mil ADVISOR. Mil ADVISOR is a web-based application designed and maintained by Militello Capital, LLC. Mil ADVISOR is a forum for advisors, advisory firms and investors to connect, develop relationships and collaborate, while advisors grow their business via Mil ADVISOR’s business development, practice management, education and administrative tools and investors research and identify investment opportunities via Mil ADVISOR’s invest tools.  Registered Investment Advisors (“RIAs”) and their clients are granted complimentary access to the Mil ADVISOR application.

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Terms of Use and Your Acceptance of them

Our Terms of Use (“Terms”) govern the use of this web-based application (“Mil ADVISOR”) and the content within it. We may occasionally update the Terms based on changes to Mil ADVISOR, among other factors. Any updates made to the Terms go into effect once they are posted – and by using Mil ADVISOR, you’re agreeing to the Terms. For a closer look at the full Terms, click on the sections below. 

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Militello Capital, LLC

Mil ADVISOR is owned and operated by Militello Capital, LLC, a Virginia limited liability company, (“Militello Capital”) with its principal place of business at 19455 Deerfield Avenue, Suite 307, Lansdowne, VA 20176.

 


Accredited Investors

Mil ADVISOR and the Militello Capital Funds are solely for Registered Investment Advisors and/or other investment professionals and Accredited Investors. “Accredited Investors” as defined in Rule 501 of Regulation D under the U.S. Securities Act of 1933, as amended, refers to investors who meet certain minimum annual income or net worth thresholds. Militello Capital and its affiliates make no representations as to the suitability for any purpose of any investment whatsoever.  

 


Alternative Investments

The alternative investments described on Mil ADVISOR are offered by Militello Capital. These securities are speculative and involve a high degree of risk and should not be purchased by anyone who cannot afford the loss of his/her entire investment. These securities are offered pursuant to an exemption from registration with the U.S. Securities and Exchange Commission (“SEC”); however, the SEC has not made an independent determination that the securities being offered are exempt from registration. Neither the SEC nor any other regulatory authority has passed upon the merits of or given its approval to any securities offered or the accuracy or adequacy of Mil ADVISOR or the completeness of any offering circular or other supplementary materials.

 

Deal reviews on Mil ADVISOR provide an overview of certain Militello Capital Funds. These overviews are intended for informational purposes only and do not purport to be complete, and each is qualified in its entirety by reference to the offering documents relating to such Fund. Please contact your Registered Investment Advisor and legal and tax advisors and read the fund offering documents carefully before you invest.

 

Please note that alternative investments described on Mil ADVISOR are generally not available outside the United States. References to alternative investments unavailable in your jurisdiction do not imply that these alternative investments will be made available to you, and nothing on Mil ADVISOR shall be considered a solicitation to buy or an offer to sell a security to any person in any jurisdiction where such offer or solicitation, purchase or sale would be unlawful under the securities or other laws of such jurisdiction. Your eligibility for Militello Capital Funds is subject to final determination of certain eligibility criteria and acceptance by Militello Capital, including Accredited Investor status.

 

Private Placement Memorandum

Militello Capital Funds are offered for sale by private placement memorandum only. To request private placement memoranda containing more complete information regarding Militello Capital Funds, including investment conditions, risk factors, minimum requirements, fees and expenses and other pertinent information, please contact your Registered Investment Advisor or Militello Capital. Read each private placement memorandum carefully before you invest.

 
 

Forward-Looking Statements

Certain statements contained herein are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements relating to future developments in our business or expectations for Militello Capital Funds’ or portfolio companies of Militello Capital Funds’ future financial performance and any statement not involving a historical fact. Forward-looking statements use words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” and other words and terms of similar meaning in connection with a discussion of future operating or financial performance or other events. Such statements are based on management’s views and assumptions at the time such statements were originally made and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Because Mil ADVISOR includes historical documents, any such statements may not reflect Militello Capital’s current views, assumptions, or expectations. Actual results, performance or events may differ materially from those in any such statements due to, among other factors, (i) general economic conditions; (ii) performance of financial markets, including in particular real estate, venture capital, private equity and debt markets; (iii) general competitive factors; (iv) changes in laws and regulations and (v) changes in the policies of governments and/or regulatory authorities. Factors that may cause actual results to differ from those in any forward-looking statement also include those described in Militello Capital Funds’ private placement memoranda. Militello Capital does not undertake any obligation to correct or update any forward-looking statements on Mil ADVISOR.


 

Mil ADVISOR

If you choose to register for Mil ADVISOR, you are voluntarily electing to receive access to Mil ADVISOR and its Content and information sharing function from Militello Capital that may assist you as a Registered Investment Advisor with growing your business via Mil ADVISOR’s business development, practice management, education and administrative tools or may assist you as an investor with researching and identifying investment opportunities via Mil ADVISOR’s invest tools. By registering for Mil ADVISOR or otherwise utilizing Mil ADVISOR, you authorize Militello Capital to use your account data for the purpose of providing the Mil ADVISOR experience. You also authorize Militello Capital to use the information you provide within Mil ADVISOR for associated email communications regarding the Mil ADVISOR experience. If you subscribe to our marketing communications, you authorize Mil ADVISOR to use the information you provide to deliver relevant content via email.

 
 

SMS/Text Message Terms & Conditions

If you register for Mil ADVISOR, you will receive a Mil ADVISOR verification code via text message.  We will send you one message with a passcode. 

For additional help, contact support@miladvisor.com or call (703) 348-0156.

 

Conversations

You can share certain information and insights found on Mil ADVISOR with clients, your Registered Investment Advisor, friends and family using our “Conversations” feature. By clicking on the “Conversations” icon, you can send a personalized email message to the recipients of your choice containing a link to the information on Mil ADVISOR that you chose to share. The information you supply within the Conversations feature will be used exclusively to send emails to the recipients you select and to provide any subsequent communications specific to the Conversations feature. Militello Capital will not share the recipients’ information with any third party or use it for marketing purposes, unless the recipient subscribes to our marketing communications. See the Militello Capital Privacy Notice for more information on how we protect customer information. If the email recipient does not wish to receive additional emails related to Conversations, he or she simply needs to select the ‘Unsubscribe’ link at the bottom of the email to stop future emails. In certain circumstances, the intended recipient may not receive your email. This can happen for a variety of reasons, including: the intended recipient has opted out of receiving marketing communications from Militello Capital; the intended recipient’s SPAM filters have prevented delivery; or the intended recipient’s email address is invalid.

 

Any opinions, advice, statement, services, offers, or other information expressed or made available by a third party via our “Conversations” feature, are those of such third party and not Militello Capital. Militello Capital does not independently verify or monitor the information provided by third parties, does not guarantee the accuracy, completeness, timeliness or correct sequencing of such information, and assumes no responsibility for Communications displayed on Mil ADVISOR that may be provided by another party.

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Proprietary Information

All information, material and content accessible on or generated by Mil ADVISOR, including text, graphics, images, software applications and code, video, audio, and user interface design (“Content”) is the proprietary information of Militello Capital, and is protected by United States and foreign copyright laws and conventions. Militello Capital retains all right, title, and interest in and to the Content. You may print out a copy of the Content solely for your personal use, provided, that, you may not remove or alter, or cause to be removed or altered, any copyright, trademark, service mark, or any other proprietary notice or legend or regulatory disclosure appearing on any of the Content. You may not modify, reproduce, copy, distribute, transmit, display, publish, download or upload, sell, license, create derivative works of or use any aspect of the Content for commercial or public purposes or for any other purpose not expressly permitted by these Terms. The use of Content on any other site or in a networked computer environment for any purpose, or any other republication, redistribution or use of the Content, including framing the Content within another site, is expressly prohibited.

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Trademarks

The Militello Capital name and the other trademarks, service marks, logos, URLs and domain names, registered or not (collectively, “Marks”), appearing on Mil ADVISOR are the property of Militello Capital and other parties. You may not use, copy, download, display, transmit or modify any Mark in any way without the prior written consent of the owner of such Mark. In addition, you are not authorized to make use of Militello Capital’s Marks as metatags.

 
 

Links

Militello Capital may provide hyperlinks to sites owned or operated by third parties (“Third Party Sites”) or permit a link from a Third Party Site to Mil ADVISOR. Such links are for your convenience only and do not imply any affiliation with, or an endorsement, authorization, sponsorship or promotion of the Third Party Site. Militello Capital accepts no responsibility for the content, products or services provided at these Third Party Sites. If you decide to access such Third Party Sites, you do so solely at your own risk, and you should be aware that Third Party Sites are governed by their own terms and conditions. Militello Capital is not liable for any damages incurred as a result of clicking on a link to any Third Party Site. Links to Mil ADVISOR may be made only with the permission of Militello Capital.

 
 

Submissions

You hereby grant to Militello Capital via a royalty-free, perpetual, non-exclusive, irrevocable, worldwide, right and license to use, adapt, reproduce, modify, disseminate, publicly display, incorporate into other works or otherwise exploit all content, remarks, suggestions, ideas, graphics, or other information submitted through Mil ADVISOR (collectively, “Submissions”). Militello Capital may use your Submissions for any and all purposes including, but not limited to, advertising, promoting and publicizing Militello Capital and its businesses, products, services or any promotion or offer presented by Militello Capital in any and all media without incurring liability for royalties or other consideration of any kind. Militello Capital will not be required to treat any Submissions as confidential, but Militello Capital will treat any personally identifiable information that you submit through Mil ADVISOR in accordance with the Militello Capital Privacy Notice.

 
 

Legal Disclaimers

Content. Our intent is to provide accurate and up to date content on Mil ADVISOR; however, that is not always possible. Therefore, no warranty or representation is made that the information on Mil ADVISOR is complete, accurate, up-to-date or error-free or that known defects will be corrected. Content, services, products or functions available on Mil ADVISOR may contain inaccuracies or errors and may be changed or updated at any time without notice. Militello Capital has no obligation to update Mil ADVISOR, so information may be out-of-date at any given time. THEREFORE, ALL CONTENT, SERVICES AND FUNCTIONS ON MIL ADVISOR, OR ANY OTHER SITE LINKED TO MIL ADVISOR, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Some jurisdictions do not allow the exclusion of certain implied warranties in which event any required warranty applies to the minimum extent legally required.

If you have consented to the electronic delivery of documents or conduct business with Militello Capital electronically, Militello Capital may, pursuant to your consent, make certain regulatory documents and information relating to your Militello Capital Fund investment(s) (such as private placement memorandum, quarterly statements, distributions notices and K1s) available electronically for download or via e-mail (collectively, “Documents”). Content, excluding Documents, is provided for informational purposes only and should not be relied on. Although Mil ADVISOR may include statements on various financial, legal or tax concerns, these statements are provided for informational purposes only, and are not intended and should not be relied upon as legal, tax or personalized advice. Militello Capital does not warrant or make any representations regarding the suitability, usefulness or expected results of the Content, products or functions, including tools such as calculators, provided on Mil ADVISOR. You should not rely solely upon this information in making any decisions, including any decision to buy a Militello Capital Fund. You should consult your financial professional and legal and/or tax advisor for advice about the appropriateness of alternative investments for you, and the effect of state and federal law on the products or issues discussed on Mil ADVISOR, or of federal income taxes or any other taxes on amounts held or paid out under any financial products described.

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Availability. No warranty or representation is made that Mil ADVISOR or any part or function will be available and not subject to interruption at any time.

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Disabling devices. No warranty or representation is made that any Content, product or function, including without limitation any downloadable files, available at Mil ADVISOR is free of computer viruses, malware or other destructive or harmful programs, software, code or devices which may erase, scramble, lock or disable any computer software, content or equipment or may prevent users from using a site or any other item of hardware or software. You should routinely scan your system and downloaded files for such disabling devices.

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Third Party Content. Militello Capital may provide information on Mil ADVISOR supplied by third parties. Any opinions, advice, statement, services, offers, or other information expressed or made available by a third party, are those of such third party and not Militello Capital. Militello Capital does not independently verify the information provided by third parties, does not guarantee the accuracy, completeness, timeliness or correct sequencing of such information, and assumes no responsibility for Content displayed on Mil ADVISOR that may be provided by another party.

 
 

Limitation on Liability and Damages

IN NO EVENT WILL MILITELLO CAPITAL BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTIONS, LOSS OF PROGRAMS OR DATA ON YOUR EQUIPMENT, OR OTHERWISE, EVEN IF WE OR ANY OF OUR REPRESENTATIVES ARE EXPRESSLY ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES, ARISING OUT OF OR RELATED TO ANY USE OF OR INABILITY TO USE MIL ADVISOR, OR ANY OTHER LINKED SITE, INCLUDING, WITHOUT LIMITATION, USE OF OR RELIANCE ON INFORMATION, INTERRUPTIONS, ERRORS, DEFECTS, MISTAKES, OMISSIONS, DELETION OF FILES, DISABLING DEVICES, DELAYS IN OPERATION OR TRANSMISSION, NONDELIVERY OF INFORMATION, THEFT, UNAUTHORIZED ACCESS, DISCLOSURES OF COMMUNICATIONS, OR ANY FAILURE OF PERFORMANCE. Some jurisdictions do not allow limitation or exclusion of certain liabilities or damages in which event in such jurisdiction the foregoing shall apply to the maximum extent allowed by law. You are responsible for the entire cost of all servicing, repair or correction of your property or operations, including without limitation your computer, network, software or any device, required as a result of or related to using Mil ADVISOR. In no event shall Militello Capital’s total liability to you for damages, losses and causes of action of any kind—whether in contract, tort (including, but not limited to, negligence), strict liability or otherwise—exceed the amount paid by you, if any, for accessing Mil ADVISOR.


 

Privacy

We are committed to protecting the privacy and confidentiality of your personal information. To review the Militello Capital Privacy Notice, Click Here

  • Technical and Navigational Information. When you visit and navigate Mil ADVISOR and when you communicate with us via Mil ADVISOR, Militello Capital and third parties with whom we have contracted may collect technical, navigational and other non-personally identifiable information (such as a catalog of the site pages you visit) from cookies, referrers, IP addresses, environmental variables, pixel tags and similar technologies and information you voluntarily provide, as further described below. Please see the Mil ADVISOR section above for additional privacy considerations. Currently, Mil ADVISOR does not support the necessary technology to respond to Web browser “do not track” signals or other, comparable mechanisms.

    • Cookies. Militello Capital and our service providers may use encrypted or non-encrypted cookies in connection with Mil ADVISOR. Cookies are pieces of information that a website places in a file on your computer associated with your browser that may be used to deliver content specific to your interests and for other purposes, such as security and other account administrative functions. This information is processed passively by your browser as you surf through Mil ADVISOR. Cookies do not cause damage to your computer systems or files. If you do not want information collected through the use of cookies, there is a simple procedure in most browsers that allows you to automatically decline cookies, or to be given the choice of declining or accepting the transfer of a particular cookie, or cookies from a particular website, to your computer. For example, cookies allow you to easily log into Mil ADVISOR by remembering your email address. Please note, the disabling of cookies may have an adverse effect on your website experience and could result in an unintended loss of functionality. To learn more about this technology, or to opt out of the ad serving cookie, please visit www.networkadvertising.org/optout_nonppii.asp. In addition, we use Google Analytics software to collect information about how you use Mil ADVISOR. We do this to help make sure Mil ADVISOR is meeting the needs of its users and to help us make improvements. Google Analytics stores information about the pages you visit on Mil ADVISOR, how long you spend on each page, how you got to Mil ADVISOR, and what you click on while you are visiting Mil ADVISOR. We do not collect or store your personal information, so this information cannot be used to identify who you are. We do not allow Google to use or share our analytics data. You can opt out of Google Analytics cookies.

    • Referrers, IP Addresses, and Environmental Variables. Militello Capital and our service providers may also collect “referrers” information, IP addresses and various environmental variables.

      • A “referrer” is information the Web browser passes along to our web servers that references the URL from which you came.

      • “IP address” is a number used by computers on the network to identify your computer so that data can be transmitted to you.

      • “Environmental variables” include, among other things, the domain from which you access the Internet, the time you accessed Mil ADVISOR, type of Web browser and operating system or platform used, the Internet address of the website you left to visit Mil ADVISOR, the names of the pages you visit while at Mil ADVISOR, and the Internet address of the website you then visit.

    • Pixel Tags. Militello Capital and our service providers may also use so-called “pixel tags,” “web beacons,” “clear GIFs” or similar means (collectively, “Pixel Tags”) in connection with some website pages and HTML-formatted email messages to, among other things, compile aggregate statistics about site usage, response rates and the effectiveness of advertising campaigns. A Pixel Tag is an electronic image, often a single pixel (1x1), that is ordinarily not visible to site visitors and may be associated with cookies on the visitors’ hard drives. Pixel Tags allow us to count users who have visited certain pages of Mil ADVISOR, to deliver branded services, and to help determine the effectiveness of promotional or advertising campaigns. When used in HTML-formatted email messages, Pixel Tags can tell the sender whether and when the email has been opened.

  • Non-Personally Identifiable Information You Voluntarily Provide. When you visit Mil ADVISOR we may collect demographic data, such as your date of birth and zip code. When such data is not combined with any personally identifiable information (“PII”), such information is considered to be non-personally identifiable. Additionally, we may aggregate PII in a manner such that the end-product does not personally identify you or any other user of Mil ADVISOR, for example, by using PII to display content according to your zip code. Because non-personally identifiable information does not personally identify you, we may use such information for any purpose, including without limitation to enhance website security, detect broad demographic trends, provide content tailored to your interests, and otherwise enhance your experience on Mil ADVISOR. This information may also be shared with third parties on an aggregate and non-personally identifiable basis.

  • Personally Identifiable Information. Depending upon which Mil ADVISOR functions you use, the types of information we may collect from you could include your name, email address, mailing address, telephone number(s), account number(s), user name and password. In addition, we may collect Social Security numbers, dates of birth, assets, and income, for you and your joint owners and beneficiaries, and other types of demographic and personal financial information when you provide such information on forms or while using Mil ADVISOR and where we believe such information is reasonably required for ordinary business purposes. We may also collect information about you from additional online and offline sources, including commercially available third-party sources. We may combine this information with the personal information we have collected from you under these terms.

  • Email Unsubscribe. You may unsubscribe from marketing emails from Militello Capital at any time. If you wish to do so, click on unsubscribe at the bottom of the communication you wish to opt out of. Please note that the communication preferences in Mil ADVISOR apply only to marketing and educational emails and will not affect emails related to your Militello Capital Funds investment account(s).

  • Monitoring Use. Militello Capital reserves the right to view, monitor, and record any and all use of Mil ADVISOR in its discretion. However, unless required by law, we do not have any obligation to you to conduct such monitoring or to take any action based on any monitoring we may conduct. If you do not consent to such monitoring, you should not access Mil ADVISOR.

 
 

Security

In general, information sent through the Internet is not secure. Email services that may be provided through Mil ADVISOR generally are not encrypted and do not provide a secure and private means of communication with us. For certain types of communications through Mil ADVISOR, or for access to certain portions of Mil ADVISOR, we may require the use of encryption technologies provided for your protection and/or require you to use user identification information (“UserID”) and passwords. You are responsible for the confidentiality and use of your UserID and passwords. If you become aware of any loss, theft or unauthorized use of your UserID, password, social security number or account number, immediately notify Militello Capital. While Militello Capital may use reasonable precautions to protect confidential information and provide suitable security, we cannot guarantee that information transmitted through the Internet is secure, or that such transmissions will be free from delay, interruption, interception or error. Please be aware that although passwords or other security protections may be in use, Militello Capital reserves the right to monitor any and all transmissions, stored messages and routine backup copies of communications to ensure appropriate system usage.

 
 

Execution of Private Placement Memorandum

Mil ADVISOR permits you to access your Militello Capital Funds investment account(s) or conduct certain transactions (such as requesting and completing a private placement memorandum, and updating personal information), you can only utilize those services by following the instructions stated within the appropriate section of Mil ADVISOR. When using Mil ADVISOR to complete a private placement memorandum, problems may occur that are beyond Militello Capital’s ability to correct. Access to Mil ADVISOR may be limited or unavailable during periods of peak demand, systems upgrading, maintenance or other reasons. If you are not able to complete your private placement memorandum due to a system failure, fail to receive written confirmation of a completed private placement memorandum or its execution within ten (10) business days after execution, or receive confirmation of a private placement memorandum you did not request, you must contact Militello Capital immediately. Militello Capital will not assume responsibility for such system failures and errors. WE ARE UNABLE TO EXECUTE TRANSACTIONS OR PROVIDE PERSONAL ACCOUNT INFORMATION VIA E-MAIL, TEXT, SMS, SOCIAL MEDIA OR SIMILAR ON-LINE OR ELECTRONIC COMMUNICATIONS.

 
 

Governing Law / Miscellaneous

These Terms are governed by the laws of the Commonwealth of Virginia, without regard to its conflict of laws provisions, and shall inure to the benefit of Militello Capital’s successors and assigns, whether by merger, consolidation, or otherwise. By agreeing to the Terms and using Mil ADVISOR, you consent to submit to personal jurisdiction in Virginia for all purposes, and you agree to waive, to maximum extent permitted by law, any right to a trial by a jury for any matter. Any cause of action you may have arising out of or related to your use of Mil ADVISOR must be commenced within one (1) year after the cause of action arises. Militello Capital reserves the right to seek all remedies available at law and equity for violations of these Terms, as well as the right to restrict access to Mil ADVISOR or any portion of it. Militello Capital does not represent that the information in Mil ADVISOR is appropriate or available for use in other locations, and access from certain locations may be strictly prohibited. Those who access Mil ADVISOR do so on their own initiative and are responsible for compliance with all applicable local laws. These Terms represent the entire agreement between Militello Capital and you relating to the subject matter herein. If any provision of these terms is deemed unlawful, void or for any reason unenforceable, then that provision will be deemed severed from these terms and will not affect the validity and enforceability of the remaining provisions.

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Eligibility – General

Mil ADVISOR is not intended to market any products to users under eighteen (18) years of age. We do not knowingly gather or solicit data from users under 18 years of age through Mil ADVISOR for marketing or other purposes. Use of or access to Mil ADVISOR by any natural person under 18 years of age is unauthorized, unlicensed and in violation of these Terms. By using Mil ADVISOR, you represent and warrant that you are a natural person, you are 18 or older and that you agree to and will abide by all of these Terms. If you violate any of these Terms, or otherwise violate an agreement between you and us, Militello Capital may terminate your access to Mil ADVISOR, delete your profile and any content or information that you have posted on Mil ADVISOR and/or prohibit you from using or accessing Mil ADVISOR (or any portion, aspect or feature of Mil ADVISOR), at any time in it is sole discretion, with or without notice, including without limitation if it believes that you are under 18.

 
 

U.S. Export Controls

Software is subject to United States export controls. No software may be downloaded or otherwise exported or re-exported (i) into (or to a national resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country to which the United States has embargoed goods, or (ii) to anyone on the U.S. Treasury Department list of Specially Designated Nationals or the U.S. Commerce Department Table of Deny Orders. You represent and warrant that you are not located in, under the control of, or a national resident of any such country or on any such list. You agree to comply with United States export control laws and that you will not transfer any software or other content from Mil ADVISOR in violation of United States export controls.
 

Militello Capital Funds are issued by Militello Capital, LLC and its subsidiaries with their principal place of business at 19455 Deerfield Avenue, Suite 307, Lansdowne, VA 20176.  Militello Capital Funds are only available to Accredited Investors.

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