Important disclosures

This website or any materials herein (“Presentation”) does not constitute an offer to sell or the solicitation of any offer to buy which may only be made at the time a qualified offeree receives a confidential private offering memorandum (“CPOM”) describing the offering and related subscription agreement. In the case of any inconsistency between the descriptions or terms in this presentation and the CPOM, the CPOM shall control. 

This Presentation does not constitute an offer to sell or the solicitation of any offer to buy which may only be made at the time a qualified offeree receives a confidential private offering memorandum (“CPOM”) describing the offering and related subscription agreement. In the case of any inconsistency between the descriptions or terms in this presentation and the CPOM, the CPOM shall control. 

This Presentation is not investment advice. Company fundamentals and earnings may be mentioned occasionally, but should not be construed as a recommendation to buy, sell, or hold any security. Any projections or outlooks in this Presentation are forward-looking statements and are based upon certain assumptions and should not be construed to be indicative of the actual events which will occur. In particular, and without limiting the generality of the aforementioned, target returns, portfolio composition, expected IRR, base case scenarios and other projected investment parameters presented in this letter are based on the prior experience of the Funds’ investment manager, and other factors it deemed relevant, including current and expected market conditions. No assurance is given such targets and projections will in fact prove accurate. Accordingly, no representation or warranty is made as to future performance or such forward-looking statements. 

Past performance is not indicative of future results. Investments or strategies described herein are speculative and involve a high degree of risk. Any investment approach, restrictions or parameters described herein may be modified in the future by Runtime Path in a manner it believes is consistent with its overall investment objective without notice to investors. Investment strategies managed by Runtime Path involve a significant degree of risk, and there can be no assurance that the strategy’s investment objectives will be achieved or that significant or total losses will not be incurred. Nothing contained herein is or should be relied upon as a promise, representation or guarantee as to the future performance of Runtime Path’s strategies. 

Positions mentioned in this Presentation do not represent all positions held, purchased or sold by the Fund, and in the aggregate, the information may represent a small percentage of activity. 

The actual investment process used in connection with specific investments made by the Fund and core concentrations described herein may vary from the general process and concentrations described here. The actual investment process used in connection with specific investments made by the Fund and core concentrations described herein may vary from the general process and concentrations described here.

This Presentation is confidential, is intended only for the person to whom it has been provided and under no circumstance may a copy be shown, copied, transmitted, or otherwise given to any person other than the authorized recipient without the prior written consent of Runtime Path LLC. Certain information discussed in this presentation builds on concepts described or defined in our prior investor communications. If you have any questions regarding these concepts, please feel free to contact us for clarification.

Runtime Path does not provide tax, legal, or accounting advice. The material in this Presentation has been prepared for informational purposes only, and is not intended to provide, and should not be relied on for, tax, legal or accounting advice. The material in this presentation should not form the basis for any financial decisions. Prospective clients should consult their tax, legal and accounting advisors before investing.

Index returns are provided as indicators of the overall market only. Comparison of the Fund’s performance data to any single market index is imperfect. Index returns are supplied by various sources believed to be accurate and reliable. The NASDAQ Composite Index is a market capitalization weighted index of all stocks listed on the NASDAQ exchange and is often used as a proxy for the overall U.S. equity market. Returns of the NASDAQ Composite Index can be expressed as price returns, or as total returns including reinvestments of distributions including dividends. An investment cannot be made directly in an index. NASDAQ Composite Index returns may be presented through the performance of the Fidelity Nasdaq Composite Index EFT, ONEQ. 

The BVP NASDAQ Emerging Cloud Index is an equal-weight index of 67 stocks, designed to track the performance of companies providing cloud-based software and services. The BVP NASDAQ Emerging Cloud Index is often used as a proxy for the performance of the software industry. Returns of the BVP NASDAQ Emerging Cloud Index can be expressed as price returns, or as total returns including reinvestments of distributions including dividends. An investment cannot be made directly in an index. 

The Fund consists of securities which may vary significantly from those in the benchmark indices listed above. Accordingly, comparing results shown to those of such indices may be of limited use. 

Any net returns and fee calculations presented reflect actual performance after deduction of Fund expenses and the Fund’s prevailing fees: 1% management fee and 10% performance allocation over a 10% annual non-cumulative hurdle rate. Gross returns presented reflect the impact of Fund expenses, but do not reflect deduction of management fees or performance allocations. 

By joining our mailing list, you understand and confirm that you are representing that you are an “Accredited Investor” within the meaning of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), and that you qualify as an Accredited Investor under at least one of the defined criteria. The subscriber/reader qualifies as an accredited investor if they meet at least one of the criteria below:

Individuals:

1. Any natural person whose individual net worth, or joint net worth with that person’s spouse, at the time of such investor’s purchase, exceeds $1,000,000 (excluding the value of your primary residence);

2. Any natural person who had an individual income in excess of $200,000 in each of the two most recent years or joint income with that person’s spouse in excess of $300,000 in each of those years and has a reasonable expectation of reaching the same income level in the current year;

3. Any IRA or a grantor trust and the owner of the IRA or the grantor of the grantor trust is a natural person that meets the requirements of criteria (1) and/or (2) described above;

4. Any natural person who currently holds in good standing one or more professional certifications, designations or credentials, including the Series 7, Series 65, and Series 82 exams, currently recognized by the Securities and Exchange Commission (the “SEC”) as satisfying the criteria set forth in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended;

5. Any natural person who is a “knowledgeable employee” (as defined in Rule 3(c)-5 of the Investment Company Act of 1940, as amended (the “Investment Company Act”)) of the Partnership;

6. Any natural person who is a “family client” (as defined in Rule 202(a)(11)(G)-1 under the Investment Advisers Act of 1940, as amended (the “Advisers Act”)) of a “family office” (as defined in Rule 202(a)(11)(G)-1 under the Advisers Act) (i) with more than $5,000,000 in assets under management, (ii) that was not formed for the specific purpose of investing in the Partnership, and (iii) whose prospective investment in the Partnership is directed by a person who has such knowledge and experience in financial and business matters that such family office is capable of evaluating the merits and risks of the perspective investment in the Partnership;

Trusts, partnerships, corporations, LLCs, and other entities:

7. Any organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), corporation, Massachusetts or similar business trust, or partnership, not formed for the specific purpose of acquiring the securities offered, with total assets in excess of $5,000,000;

8. Any personal (non-business) trust, other than an employee benefit trust, with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a sophisticated person as described in Rule 506(b)(2)(ii) under the Securities Act;

9. Any entity which owns “investments” totaling more than $5,000,000 and which was not formed for the specific purpose of investing in the Partnership;

10. A private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940, as amended;

Financial institutions:

11. Any financial institution that is licensed, or subject to supervision, by federal or state examining authorities such as a “bank,” “savings and loan association,” “insurance company,” or “small business investment company” (as such terms are used and defined in 17 CFR §230.501(a)) or is an account for which a bank or savings and loan association is subscribing in a fiduciary capacity;

12. The Subscriber is registered with the SEC as a broker or dealer or an investment company; or has elected to be treated or qualifies as a “business development company” (within the meaning of Section 2(a)(48) of the Investment Company Act, or Section 202(a)(22) of the Advisers Act);

13. The Subscriber is an investment adviser registered with the SEC pursuant to Section 203 of the Advisers Act or registered pursuant to the laws of any state, or the Subscriber is an investment adviser relying on the exemption from registering with the SEC under Section 203(l) or Section 203(m) of the Advisers Act;

14. The Subscriber is a Rural Business Investment Company (as defined in Section384A of the Consolidated Farm and Rural Development Act of 1972, as amended);

15. The Subscriber is a “family office” (as defined in Rule 202(a)(11)(G)-1 under the Advisers Act) (i) with more than $5,000,000 in assets under management, (ii) that was not formed for the specific purpose of investing in the Partnership, and (iii)whose prospective investment in the Partnership is directed by a person who has such knowledge and experience in financial and business matters that such family office is capable of evaluating the merits and risks of the perspective investment in the Partnership, or the Subscriber is an entity that is a “family client” (as defined in Rule 202(a)(11)(G)-1 under the Advisers Act) of a family office meeting the foregoing criteria;

Benefit plans:

16. Any plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions, for the benefit of its employees, if such plan has total assets in excess of $5,000,000; or any employee benefit plan within the meaning of ERISA, if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment adviser, or if the employee benefit plan has total assets in excess of $5,000,000 or, if a self-directed plan, with investment decisions made solely by natural persons that would themselves qualify as eligible investors. Subject to the sole discretion of the General Partner, no eligible investor falling within the foregoing categories will be admitted to the Partnership unless, if the investor is subject to ERISA, such investment, taken together with those of all other Beneficial Owners subject to ERISA, does not amount to 25% or more of all Interests;

Other:

17. Any entity in which all of the equity owners are accredited investors (or, in the case of a trust, all the income beneficiaries are accredited investors).