INVESTMENT IN HSRE-ESP.
7.1.3
THE TAX CONSEQUENCES TO SUCH PARTY OF INVESTING IN HSRE-ESP WILL
DEPEND ON SUCH PARTY'S PARTICULAR CIRCUMSTANCES, AND NEITHER HSRE-ESP, ANY
MEMBER OF HSRE-ESP, ANY OTHER PARTY, NOR ANY OF THEIR RESPECTIVE, AGENTS,
OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR CONSULTANTS OF ANY OF THEM WILL
BE RESPONSIBLE OR LIABLE FOR THE TAX CONSEQUENCES OF AN INVESTMENT IN HSRE-ESP.
SUCH PARTY WILL LOOK SOLELY TO, AND RELY UPON, ITS OWN ADVISERS WITH RESPECT TO
THE TAX CONSEQUENCES OF AN INVESTMENT IN HSRE-ESP.
7.1.4
THERE CAN BE NO ASSURANCE THAT THE INTERNAL REVENUE CODE OR THE
REGULATIONS THEREUNDER WILL NOT BE AMENDED OR INTERPRETED IN THE FUTURE IN SUCH
A MANNER SO AS TO DEPRIVE HSRE-ESP AND ITS MEMBERS OF SOME OR ALL OF THE TAX
BENEFITS THEY MIGHT NOW RECEIVE, NOR THAT SOME OF THE DEDUCTIONS CLAIMED BY
HSRE-ESP OR THE ALLOCATIONS OF ITEMS OF INCOME, GAIN, LOSS, DEDUCTION, OR CREDIT
AMONG ITS MEMBERS MAY NOT BE CHALLENGED BY THE INTERNAL REVENUE SERVICE.
7.1.5
ANY PROJECTIONS WHICH MAY HAVE BEEN DELIVERED TO SUCH PARTY
(INCLUDING PROJECTIONS SET FORTH IN THE "ANNUAL BUSINESS PLAN AND OPERATING
BUDGET (AS DEFINED BELOW)) ARE BASED ON ESTIMATES, ASSUMPTIONS AND FORECASTS OF
EXTRA SPACE AND OTHERS, ARE ONLY ESTIMATES AND OPINIONS, AND ARE NOT GUARANTEED
BY EXTRA SPACE, HSRE-ESP ANY MEMBER OF HSRE-ESP OR ANY OTHER PERSON.
20
SUCH PARTY HAS UNDERTAKEN ITS OWN INDEPENDENT REVIEW OF THE INVESTMENT IN
HSRE-ESP.
7.1.6
PURSUANT TO THE HSRE-ESP OPERATING AGREEMENT, THERE
ARE SUBSTANTIAL RESTRICTIONS ON THE TRANSFERABILITY OF THE INTERESTS IN HSRE-ESP
AND THAT THERE IS NO PUBLIC MARKET FOR SUCH INTERESTS AND NONE IS EXPECTED TO
DEVELOP, AND THAT, ACCORDINGLY, IT MAY NOT BE POSSIBLE FOR SUCH PARTY TO
LIQUIDATE ITS INVESTMENT IN HSRE-ESP.
7.1.7
SUCH PARTY HAS RECEIVED AND REVIEWED ALL
INFORMATION SUCH PARTY CONSIDERS NECESSARY OR APPROPRIATE FOR DECIDING WHETHER
TO ACQUIRE AN INTEREST IN HSRE-ESP.
SUCH PARTY HAS HAD AN OPPORTUNITY TO ASK
QUESTIONS AND RECEIVE ANSWERS FROM THE OTHER PARTY AND ITS AFFILIATES AND/OR
EMPLOYEES REGARDING THE TERMS AND CONDITIONS OF SUCH PARTY'S ACQUISITION OF SUCH
INTEREST IN HSRE-ESP AND REGARDING THE BUSINESS, FINANCIAL AFFAIRS, AND OTHER
ASPECTS OF HSRE-ESP AND HAS FURTHER HAD THE OPPORTUNITY TO OBTAIN ALL
INFORMATION (TO THE EXTENT THE OTHER PARTY POSSESSES OR CAN ACQUIRE SUCH
INFORMATION WITHOUT UNREASONABLE EFFORT OR EXPENSE) WHICH IT DEEMS NECESSARY TO
EVALUATE THE INVESTMENT AND TO VERIFY THE ACCURACY OF INFORMATION OTHERWISE
PROVIDED TO SUCH PARTY.
7.1.8
NEITHER HSRE-ESP THE OTHER PARTY OR ANY AFFILIATE,
AGENT OR EMPLOYEE OF HSRE-ESP, SUCH OTHER MEMBER, OR ANY OTHER PERSON HAS AT ANY
TIME EXPRESSLY OR IMPLICITLY REPRESENTED, GUARANTEED, OR WARRANTED TO SUCH PARTY
THAT SUCH PARTY MAY FREELY TRANSFER SUCH PARTY'S INTEREST IN HSRE-ESP, THAT A
PERCENTAGE RETURN OF PROFITS AND/OR AMOUNT OR TYPE OF CONSIDERATION WILL BE
REALIZED AS A RESULT OF AN INVESTMENT IN HSRE-ESP, THAT PAST PERFORMANCE OR
EXPERIENCE ON THE PART OF ANY PARTY OR ITS AFFILIATES OR ANY OTHER PERSON IN ANY
WAY INDICATES THE