Terms

Website Terms and Conditions

Effective Date: May 1, 2026

1. Acceptance of Terms

These Website Terms and Conditions govern your access to and use of www.gramercyinvestors.com and any communications you submit through or in connection with the website.

By accessing or using the website, submitting a form, providing contact information, or communicating with Gramercy, you agree to these Terms and Conditions. If you do not agree, do not use the website or submit information through it.

For purposes of these Terms and Conditions, "Gramercy," "we," "us," and "our" mean Gramercy Investment Group, Balaclava Investments LLC, HDB LLC, and their affiliates, related entities, members, managers, officers, employees, contractors, agents, and representatives, as applicable.

2. Informational Purpose Only

This website is provided for informational purposes only. The website does not display active investment opportunities and is not intended to serve as an investment platform, brokerage platform, crowdfunding portal, securities marketplace, or transaction portal.

Nothing on this website constitutes or should be interpreted as:

• An offer to sell securities
• A solicitation of an offer to buy securities
• Investment advice
• Legal, tax, accounting, or financial advice
• A recommendation of any investment strategy, transaction, or opportunity
• A commitment to enter into any transaction or business relationship

Any future investment opportunity, if any, would be made only through formal offering documents, subscription documents, private placement materials, operating agreements, written agreements, or other definitive materials, as applicable. Those materials would control over any general website statement.

3. No Offering; Securities Law Disclaimer

The content on this website is general in nature and is not directed to any particular investor or prospective investor. No securities are offered through this website. No person should rely on this website as the basis for making an investment decision.

Any securities offering, if made, would be made only to eligible persons and only in compliance with applicable federal and state securities laws. Certain private investment opportunities may be available only to accredited investors or other eligible investors as defined under applicable law. Eligibility would be determined separately and would not be established by visiting this website or submitting a contact form.

4. No Professional Advice

Website content is not legal, tax, accounting, investment, financial, brokerage, or other professional advice. You should consult your own professional advisors before making any business, investment, tax, legal, or financial decision.

5. No Relationship Created

Use of this website, submission of a form, receipt of information, or communication by email, phone, SMS/text message, or other channel does not create:

• A broker-client relationship
• An investment advisory relationship
• A fiduciary relationship
• A partnership
• A joint venture
• An agency relationship
• A lender-borrower relationship
• A property management relationship
• Any obligation to pursue, review, accept, or complete any transaction

Any such relationship may be created only through a separate written agreement signed by authorized parties.

6. SMS/Text Message Terms

If you provide your mobile phone number and consent to receive SMS/text messages, you agree to receive SMS/text messages from Gramercy, Balaclava Investments LLC, HDB LLC, or their representatives for inquiry responses and related business communications.

Our SMS program is not a recurring automated marketing program. Message frequency varies. Message and data rates may apply. Consent to receive SMS/text messages is not a condition of any purchase, investment, transaction, agreement, relationship, or service.

You may opt out at any time by replying STOP to any text message from us. You may also revoke consent through any other reasonable method that clearly communicates your request to stop receiving text messages from us. Reply HELP for help. Wireless carriers are not liable for delayed or undelivered messages.

We do not sell, rent, trade, or share SMS consent, SMS opt-in data, SMS opt-out data, or mobile phone numbers with third parties for marketing or promotional purposes.

7. User Submissions

If you submit information through the website or otherwise communicate with us, you represent that the information is accurate, lawful, and submitted by you or with proper authorization.

By submitting information, you authorize us to review, use, retain, and respond to that information for the purposes described in the Privacy Policy and these Terms. You should not submit confidential, proprietary, sensitive, financial, health, or legally privileged information through the website unless we have separately agreed in writing to receive it through an appropriate channel.

Submission of information does not require us to respond, enter into a transaction, keep information confidential beyond the obligations stated in the Privacy Policy, or take any action.

8. Acceptable Use

You agree not to:

• Use the website for unlawful, fraudulent, harmful, misleading, or abusive purposes
• Submit false, misleading, defamatory, infringing, or unauthorized information
• Attempt to gain unauthorized access to the website, systems, data, or accounts
• Interfere with website security, operation, performance, or availability
• Use bots, scraping tools, crawlers, or automated systems without authorization
• Upload malware, malicious code, spam, or harmful content
• Copy, reproduce, modify, distribute, or exploit website content except as expressly permitted

We reserve the right to restrict or block access to the website if we believe these Terms have been violated.

9. Intellectual Property

All content on this website, including text, graphics, logos, design elements, layout, images, and other materials, is owned by Gramercy or used with permission, unless otherwise stated.

You may view and download website content solely for your own personal, internal, or business evaluation purposes. You may not reproduce, distribute, modify, publish, create derivative works from, or commercially exploit website content without prior written consent.

All trademarks, service marks, logos, and trade names appearing on the website are the property of their respective owners.

10. Accuracy; No Reliance

We strive to provide useful and accurate information, but website content may include errors, omissions, estimates, assumptions, projections, outdated information, or forward-looking statements.

We make no representation or warranty that website content is accurate, complete, current, reliable, or suitable for any particular purpose. You should not rely on website content as the basis for any investment, business, legal, tax, or financial decision.

11. Forward-Looking Statements

Website content may contain forward-looking statements, expectations, projections, opinions, estimates, targets, assumptions, or other statements about future events or performance. Forward-looking statements are inherently uncertain and subject to risks, market changes, economic conditions, tenant demand, capital markets, interest rates, operating costs, insurance costs, tax changes, regulatory changes, and other factors.

Actual results may differ materially. We undertake no obligation to update forward-looking statements.

12. Investment Risk Disclosure

Commercial real estate and private investments involve risk, including potential loss of principal, illiquidity, market volatility, tenant default, vacancy, environmental issues, property condition issues, financing risk, interest rate risk, insurance cost increases, tax increases, regulatory changes, and other risks.

Past performance is not indicative of future results. No website statement should be interpreted as a representation that any investment has achieved or will achieve any particular result.

13. Third-Party Links and Resources

The website may link to third-party websites or resources. Links are provided for convenience only. We do not control and are not responsible for third-party content, websites, policies, security, accuracy, availability, or practices.

14. Disclaimer of Warranties

The website and all content are provided "as is" and "as available" without warranties of any kind, whether express, implied, statutory, or otherwise. To the fullest extent permitted by law, we disclaim all warranties, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, and security.

We do not warrant that the website will be uninterrupted, error-free, secure, virus-free, or available at any particular time.

15. Limitation of Liability

To the fullest extent permitted by law, Gramercy, Balaclava Investments LLC, HDB LLC, and their affiliates, related entities, members, managers, officers, employees, contractors, agents, and representatives shall not be liable for any direct, indirect, incidental, consequential, special, exemplary, punitive, or similar damages arising out of or relating to:

• Use of or inability to use the website
• Reliance on website content
• Website errors, omissions, interruptions, delays, security incidents, or unavailability
• Third-party websites or resources
• Communications sent by email, phone, or SMS/text message
• Delayed, undelivered, misdirected, or failed SMS/text messages
• Unauthorized access to or use of information submitted through the website

This limitation applies whether the claim is based on contract, tort, negligence, strict liability, statute, or any other legal theory, even if we have been advised of the possibility of damages.

16. Indemnification

You agree to indemnify, defend, and hold harmless Gramercy, Balaclava Investments LLC, HDB LLC, and their affiliates, related entities, members, managers, officers, employees, contractors, agents, and representatives from and against any claims, liabilities, damages, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to:

• Your use of the website
• Your submission of information
• Your violation of these Terms
• Your violation of applicable law
• Your infringement or misappropriation of any third-party rights
• Your misuse of any email, phone, SMS/text message, or communications channel

17. Website Availability and Changes

We may modify, suspend, restrict, or discontinue the website or any website content at any time without notice. We are not responsible for website downtime, interruptions, errors, or loss of access.

18. Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of the State of Georgia, without regard to conflict of law principles.

19. Venue and Jurisdiction

To the fullest extent permitted by law, any dispute arising out of or relating to the website, these Terms, or website communications shall be brought exclusively in the state or federal courts located in Gwinnett County, Georgia. You consent to personal jurisdiction and venue in those courts.

20. Severability

If any provision of these Terms is found invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect. The invalid, illegal, or unenforceable provision will be modified to the minimum extent necessary to make it valid and enforceable, if permitted by law.

21. Changes to Terms

We may update these Terms and Conditions from time to time. Updates will be posted on this page with a revised effective date. Your continued use of the website or continued communication with us after an update means you accept the updated Terms.

22. Contact Information