Terms of Use

These Terms and Conditions constitute a legally binding agreement between you, the person accessing the Portal (as defined below) (“User”), and the Trust and Sponsor Parties (as each such term is defined below).

PLEASE CAREFULLY READ EACH AND EVERY TERM AND CONDITION SET FORTH BELOW. IF YOU AGREE TO THE TERMS AND CONDITIONS SET FORTH BELOW IN THEIR ENTIRETY, THEN PLEASE INDICATE YOUR ACCEPTANCE AND AGREEMENT BY CLICKING WHERE INDICATED BELOW.

IF YOU DO NOT AGREE TO ANY TERMS OR CONDITIONS SET FORTH BELOW, THEN YOU ARE STRICTLY PROHIBITED FROM ACCESSING OR USING THE PORTAL.

By clicking where indicated below and entering the Portal, for good and valuable consideration, User hereby confirms his or her understanding of and agreement to be legally bound by the following terms:

1. User has been granted access to this investor portal (the “Portal”) because User is, or is a representative of, a holder of a Class 1 Beneficial Interest (an “Interest”) in Flatirons Self-Storage DST, a Delaware statutory trust (the “Trust”).
2. As a holder of an Interest, User will have access to certain Confidential Information (as defined below), including Confidential Information that will be available to User through the Portal. For purposes hereof, the term “Confidential Information” means any and all information, reports, documents and materials relating to (i) the Trust, (ii) any current or prior offering of Interests in the Trust, (iii) the properties and assets held directly or indirectly by the Trust, (iv) the operations and results of operations and other financial, accounting and tax information relating to the Trust and (v) the trustees, managers and master lessees of the Trust, their respective affiliates and the direct and indirect officers, directors, managers and other governing persons of each of the foregoing (collectively, the “Sponsor Parties”), in each case that is disclosed by the Trust, any Sponsor Party or any of their respective affiliates, representatives or attorneys at any time to User (whether in writing, or in oral, graphic, electronic or any other form), regardless of whether such information or material is marked as confidential at the time of such disclosure. Without limiting the foregoing, “Confidential Information” includes any private placement memoranda, investor presentations, periodic reports, legal documents, analyses, performance information, financial projections, financial statements, operational due diligence information and other information disclosed or made available to User in connection with the Trust and/or the other matters contemplated herein.
3. User agrees to comply with all applicable laws and regulations and all of the provisions of the Trust Agreement of the Trust (the “Trust Agreement”), the Purchase Agreement relating to User’s acquisition of an Interest in the Trust (the “Purchase Agreement”) and any other written agreements to which User is a party with the Trust and/or any of its affiliates (the Trust Agreement, the Purchase Agreement and such other agreements being collectively the “Trust Documents”) in accessing and using the Portal and the Confidential Information.
4. Subject to Section 5 below, User agrees, on behalf of himself or herself and his or her affiliates and representatives, to hold all Confidential Information in strict confidence and not to disclose any Confidential Information to any third party for any purpose. User shall not make any copies of the Confidential Information and shall use its best efforts to ensure that there is no inadvertent disclosure to any other person of any Confidential Information provided to User. User shall not use the Confidential Information for any purpose other than for purposes reasonably relating to User’s (or its applicable affiliate’s) ownership of an Interest in the Trust.
5. Notwithstanding anything to the contrary set forth herein, User may disclose Confidential Information to User’s professional advisors who have been informed of the confidential nature of such information and are subject to similar confidentiality obligations. Additionally, User may disclose Confidential Information to the extent (i) approved by the Trust in writing, (ii) User in good faith determines, after consulting with legal counsel and the Trust, that User or any of its affiliates is legally obligated to disclose such Confidential Information to any person or group of persons pursuant to applicable law, provided, however, that prior to any such disclosure, User shall give the Trust reasonable notice of any such disclosure and shall reasonably cooperate with the Trust and appropriate legal counsel in narrowing the scope of such disclosure to the extent reasonably permissible, or (iii) User is legally compelled to disclose such Confidential Information by a court or other governmental authority, provided, however, that prior to any such compelled disclosure, User shall give the Trust reasonable notice of any such disclosure and shall reasonably cooperate with the Trust in protecting against any such disclosure and/or obtaining a protective order narrowing the scope of such disclosure.
6. User agrees that, due to the nature of the Confidential Information, the unauthorized disclosure or use of the Confidential Information may cause irreparable harm and significant injury to the Trust and the Sponsor Parties, the extent of which may be difficult to ascertain and for which there may be no adequate remedy at law. Accordingly, User agrees that the Trust and the Sponsor Parties, in addition to any other available remedies, shall have the right to seek an immediate injunction and other equitable relief enjoining any breach or threatened breach of this agreement. User shall notify the Trust in writing immediately upon User’s becoming aware of any such breach or threatened breach.
7. The Portal may not be accessed from any non-secure network. When a computer that is being used to access the Portal is left, even for a short time, that computer should be locked using a password which is known or accessible only to the User and such User’s relevant internal information technology support department. At the end of each session accessing the Portal, the browser window shall be closed.
8. User may only use the user ID and password individually assigned to him or her. The user ID and password may not be disclosed to others, and User shall not permit others to use his or her user ID and password.
9. Except as may be expressly provided in the Trust Documents, neither the Trust, nor the Sponsor Parties, nor any of their respective affiliates or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of the Confidential Information or other information made available through the Portal, and none of them shall have any liability to the User or any other person related to such person’s use of the Confidential Information or such other information, regardless of any errors or omissions.
10. User shall not rely on the accuracy or completeness of the Confidential Information or other information made available through the Portal, and may only rely on such representations and warranties, if any, as may be made expressly in writing in the Trust Documents. User agrees to assume full responsibility for all conclusions that it and its affiliates and representatives may derive from the Confidential Information and other information made available through the Portal.
11. Insofar as the Confidential Information or other information made available through the Portal contains financial projections or models, such projections and models have been prepared for illustrative purposes only. Nothing contained in the Portal shall be construed as providing any form of recommendation or legal, investment or other advice of any kind to any person. Although the Sponsor Parties believe they have a reasonable basis in making any such projections, there can be no assurance that the Trust will achieve the results indicated. While any such financial information may be presented with numerical specificity and considered reasonable by the Sponsor Parties, it is subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Trust’s and Sponsor Parties’ control. Furthermore, any forward-looking financial information is based upon assumptions with respect to future business decisions that are subject to change. Past performance is not indicative of future results. The Trust and Sponsor Parties do not intend to update or otherwise revise any projections to reflect circumstances existing or developments occurring after the date of such projections or to reflect the occurrence of unanticipated events.
12. User, on behalf of himself or herself and his or her affiliates and representatives, hereby waives any and all actions, causes of action, claims, demands, damages and liabilities of whatever kind or nature against the Trust, the Sponsor Parties and their respective affiliates and representatives to the extent that any of the foregoing arises from any use or reliance on the Confidential Information or any other information made available through the Portal, except to the extent expressly otherwise provided in the Trust Documents or arising out of the fraud, gross negligence or willful misconduct of the Trust, any Sponsor Party and/or their respective affiliates and representatives.
13. These terms and conditions, and the business relationship among the Trust, the Sponsor Parties and the User, shall be governed, interpreted and enforced in accordance with the laws of the State of Delaware and applicable federal law, regardless of any conflicts of law analysis.

[To accept these terms and enter the Portal, please click here.]

PLEASE PRINT AND RETAIN A COPY OF THESE TERMS AND CONDITIONS FOR YOUR PERSONAL RECORDS.