RXR Qualified Opportunity Zone Fund Disclaimer & Cautionary Statements (font.) RISK FACTORS ECONOMIC RISKS OF INVESTING IN OPPORTUNITY ZONES OPPORTUNITY ZONES ARE LOW INCOME URBAN, SUBURBAN OR RURAL COMMUNITIES THAT WERE NOMINATED FOR THAT DESIGNATION BY EACH STATE AND POSSESSION, AND WHICH WERE CERTIFIED BY THE SECRETARY OF THE UNITED STATES TREASURY VIA HIS DELEGATION AUTHORITY TO THE INTERNAL REVENUE SERVICE ("IRS"). THE PURPOSE OF THE LEGISLATION IS TO ENCOURAGE ECONOMIC GROWTH AND INVESTMENT IN THESE DESIGNATED DISTRESSED COMMUNITIES BY PROVIDING FEDERAL INCOME TAX BENEFITS TO TAXPAYERS WHO INVEST WITHIN THESE ZONES. INVESTOR MEMBERS SHOULD UNDERSTAND THAT AN INVESTMENT IN THESE AREAS IS SUBJECT 70 THE RISK THAT THE ANTICIPATED ECONOMIC GROWTH MAY NOT MATERIALIZE AND COULD RESULT IN A LOSS OF SOME OR ALL OF THEIR INVESTMENT. RISKS RELATED TO THE UNCERTAINTY WAND COMPLIANCE WITH THE CLOP RULES THE PARALLEL LLCS ARE BEING FORMED FOR THE PURPOSE OF BENEFITING FROM THE QOF PROGRAM, AND EACH PRESENTLY INTENDS 70 CONDUCT ITS OPERATIONS SO THAT IT WILL BE TREATED AS A QOF WITHIN THE MEANING OF SUBCHAPTER Z OF THE TAX CODE. HOWEVER, NO ASSURANCES CAN BE PROVIDED THAT A PARALLEL LLC WILL QUAUFY M A QOF OR THAT, EVEN IF IT DOES QUALIFY, ANY OR ALL OF THE TAX BENEFITS ENUMERATED HEREIN WILL BE AVAILABLE 70 ANY PARTICULAR INVESTOR MEMBER IN A PARALLEL LLC THERE ARE NUMEROUS ASPECTS OF SUBCHAPTER 2 AND THE TCIA THAT ARE SUBJECT TO INTERPRETATION AND THAT WILL REQUIRE CLARIFICATION BY THE TREASURY. WHILE PROPOSED REGULATIONS RELATED TO OPPORTUNITY ZONES WERE RELEASED ON OCTOBER 19, 2018, SUCH REGULATIONS DO NOT ADDRESS MANY IMPORTANT ISSUES AND NUMEROUS ISSUES REMAIN WITH RESPECT TO THE TOPICS ADDRESSED BY SUCH REGULATIONS. ALTHOUGH THE GOVERNMENT HAS ANNOUNCED IT WILL RELEASE ADDITIONAL GUIDANCE, IT IS UNCLEAR WHEN ANY ADDITIONAL GUIDANCE WILL BE RELEASED, OR IN WHAT MANNER THE TREASURY WILL RESOLVE THE MANY AREAS OF UNCERTAINTY IN THE QOF PROGRAM. TECHNICA