FTC MANDATED DISCLOSURE AND LEGAL NOTICE

Updated Effective Date: August 1, 2024

Eagle Dawn Capital LLC

848 Brickell Avenue

Suite PH5-H59

Miami, FL 33131

This Disclosure and Legal Notice (“Disclosure”) is issued by Eagle Dawn Capital, LLC (“Eagle Dawn Capital” or “the Company”), a business consulting and advisory entity engaged in providing strategic assistance in identifying, underwriting, and negotiating potential business acquisition opportunities. This Disclosure governs and applies to all interactions, communications, representations, marketing materials, websites, consultations, and services rendered by Eagle Dawn Capital, whether verbal, written, electronic, or implied.

NO EARNINGS REPRESENTATIONS OR GUARANTEES

Eagle Dawn Capital expressly disclaims any and all representations, warranties, or guarantees regarding potential earnings, profits, revenue generation, business success, financial outcomes, or economic performance resulting from the utilization of its services. The Company does not, under any circumstances, make promises or assurances—explicit or implicit—that any client, customer, or participant will achieve specific financial results, close a transaction, or derive monetary gain through engagement with Eagle Dawn Capital.

Past performance, case studies, testimonials, or examples provided—whether by Eagle Dawn Capital or third parties—are not indicative of future results and shall not be construed as a representation of typical, average, or expected outcomes. Each transaction, acquisition, or business endeavor inherently involves substantial risk, including but not limited to financial loss, operational challenges, market volatility, regulatory changes, and unforeseen liabilities.

By engaging with Eagle Dawn Capital, you expressly acknowledge that you are solely responsible for conducting your own independent due diligence, making informed decisions, and accepting full liability for the outcomes of any business transaction or investment you pursue.

SCOPE OF SERVICES

Eagle Dawn Capital is a consulting and advisory firm. The Company’s services are strictly limited to providing educational guidance, strategic consulting, deal sourcing assistance, underwriting support, negotiation advisory, and coordination with third-party professionals as applicable. Eagle Dawn Capital does not act as a broker, lender, legal representative, tax advisor, financial advisor, or fiduciary in any capacity.

The Company does not:

Provide or facilitate financing, loans, credit arrangements, or capital placements.
Offer legal, tax, accounting, financial planning, or investment advisory services.
Act as an agent, intermediary, or representative in any transaction requiring licensure under federal or state law.
Guarantee the availability, quality, legality, or suitability of any business acquisition opportunity.
Engage in securities offerings or promote investments subject to regulation by the Securities and Exchange Commission (SEC) or any state securities authority.

All services are provided on a consultative basis, and clients are encouraged—and in certain cases, required—to seek independent legal, tax, financial, and business counsel prior to executing any transaction.

THIRD-PARTY RELATIONSHIPS

Eagle Dawn Capital may introduce clients to third-party service providers, including but not limited to lenders, attorneys, accountants, brokers, or operational consultants. Such introductions are provided solely as a courtesy and convenience. Eagle Dawn Capital makes no representations, warranties, endorsements, or guarantees regarding the competence, reliability, legality, or performance of any third-party individual or entity.

Clients acknowledge that Eagle Dawn Capital bears no responsibility or liability for the actions, omissions, advice, services, fees, or outcomes associated with any third-party engagement. Clients enter into separate agreements with such third parties at their own discretion and risk.

NO PROFESSIONAL LICENSES

Eagle Dawn Capital and its members, officers, employees, contractors, and affiliates do not hold themselves out as licensed professionals in any jurisdiction unless expressly stated in writing. The Company does not provide services requiring licensure, including but not limited to legal services, tax preparation, real estate brokerage, investment advising, or credit counseling. Any information, strategies, templates, documents, or communications provided by Eagle Dawn Capital are for informational and educational purposes only and shall not be construed as professional advice.

RISKS ASSOCIATED WITH BUSINESS ACQUISITIONS

Clients are hereby notified that the acquisition, ownership, and operation of any business involves material risks, including but not limited to:

Loss of capital or equity
Inaccurate or incomplete seller representations
Legal, regulatory, or compliance violations
Market downturns or operational failures
Inability to secure financing or meet debt obligations
Employee, supplier, or customer retention issues
Unforeseen liabilities or litigation exposure

Eagle Dawn Capital does not mitigate, absorb, or assume any such risks on behalf of its clients. Clients must independently evaluate all risks and are solely responsible for their decisions and outcomes.

NO ENDORSEMENT OR AFFILIATION

Reference to any specific company, service, individual, or entity, whether by name, trademark, or otherwise, does not constitute or imply endorsement, sponsorship, or affiliation with Eagle Dawn Capital unless expressly stated via formal written agreement.

LIMITATION OF LIABILITY

To the fullest extent permitted by law, Eagle Dawn Capital, its affiliates, members, employees, contractors, and agents disclaim all liability for any direct, indirect, incidental, consequential, or punitive damages arising from or related to the use of its services, reliance on provided information, or participation in any transaction facilitated or advised upon by the Company.

In no event shall Eagle Dawn Capital’s aggregate liability exceed the total fees paid by the client for consulting services within the preceding twelve (12) months.

CLIENT ACKNOWLEDGEMENT

By engaging with Eagle Dawn Capital in any capacity, clients expressly acknowledge, agree, and warrant that:

They have read, understood, and accepted this Disclosure in full;

They have not relied upon any unauthorized statements, promises, or representations outside the scope of this Disclosure;

They assume full responsibility for their actions, decisions, and financial outcomes;

They waive any claims inconsistent with the terms of this Disclosure.

GOVERNING LAW

This Disclosure shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws principles. Any disputes arising under or related to this Disclosure shall be subject to exclusive jurisdiction in the state and federal courts located in Miami-Dade County, Florida.

CONTACT INFORMATION

For questions regarding this Disclosure, please contact:

[email protected]