TERMS AND CONDITIONS

Effective Date: September 21, 2025

Welcome to the website of Iron Elk Capital Equity Income Fund, LP (the "Fund"), a Delaware limited partnership. The Fund is managed by Iron Elk Capital Advisors, Inc. (the "Investment Manager"), a Wyoming corporation, with Iron Elk Capital, Inc. (the "General Partner"), a Wyoming corporation, serving as the general partner. Collectively, the Fund, the Investment Manager, the General Partner, and their respective affiliates, officers, directors, employees, agents, and representatives are referred to herein as "Iron Elk," "we," "us," or "our."

By accessing or using this website (the "Site"), you agree to be bound by these Terms and Conditions (the "Terms"). If you do not agree to these Terms, you must not access or use the Site. These Terms incorporate by reference the Fund's Confidential Private Placement Memorandum dated September 2025 (the "PPM"), the First Amended and Restated Limited Partnership Agreement dated September 16, 2025 (the "LPA"), the Investment Management Agreement dated July 23, 2025 (the "IMA"), the Subscription Documents, and all other governing documents of the Fund and it's entities (collectively, the "Fund Documents"). In the event of any conflict between these Terms and the Fund Documents, the Fund Documents shall control.

These Terms are subject to change at any time without notice. Your continued use of the Site following any changes constitutes your acceptance of the revised Terms. We recommend reviewing these Terms periodically.

1. Eligibility and Accredited Investor Confirmation

This Site is intended solely for use by "accredited investors" as defined under Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the "Securities Act"). The Fund is offered exclusively to accredited investors pursuant to exemptions from registration under Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D. Interests in the Fund (the "Interests") are not registered with the U.S. Securities and Exchange Commission ("SEC") or any state securities regulatory authority and are available only to persons who meet the accredited investor criteria.

By accessing this Site, you represent, warrant, and confirm that:

- You are an accredited investor within the meaning of Rule 501(a) of Regulation D.

- You are a resident of the United States or otherwise eligible to access this Site and consider an investment in the Fund under applicable U.S. federal and state securities laws.

- You have the legal capacity and authority to enter into these Terms.

- You are not accessing the Site on behalf of any person or entity that does not qualify as an accredited investor.

- You will not share, distribute, or disclose any information from this Site to any non-accredited investor or unauthorized third party.

If you are not an accredited investor, you must immediately cease using this Site. Iron Elk reserves the right to verify your accredited investor status at any time, including through third-party verification services, before providing access to detailed Fund information or accepting any subscription. Misrepresentation of your status may result in legal action, and you agree to indemnify and hold harmless Iron Elk and any of it's related entities from any claims, losses, damages, or liabilities arising from such misrepresentation.

2. No Offer or Solicitation; Informational Purposes Only

The information on this Site is provided for informational purposes only and does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any securities, including Interests in the Fund. No offer or solicitation to invest in the Fund will be made except pursuant to the PPM and other Fund Documents, which must be reviewed in their entirety by prospective investors.

Any descriptions of the Fund's investment strategies, performance targets, team, or other aspects are preliminary, subject to change, and should not be relied upon for making investment decisions. Nothing on this Site should be construed as investment, tax, legal, or financial advice. Prospective investors must consult their own independent legal, tax, and financial advisors before considering any investment in the Fund.

Sales of Interests may only be made to eligible accredited investors in jurisdictions where such offers are permitted. Iron Elk reserves the right to reject any subscription in whole or in part for any reason or no reason.

3. Risk Disclosure and Disclaimer

Investments in hedge funds, including the Fund, involve a high degree of risk and are suitable only for sophisticated investors who can bear the potential loss of their entire investment. There is no guarantee that the Fund's investment objectives will be achieved, and you may lose some or all of your invested capital. More detailed information about key risks applicable to an investment in the Fund is set forth in the PPM and you should carefully review these risks before making any investment decisions.

The SEC and state securities authorities have not approved or disapproved the Interests, nor have they passed upon the accuracy or adequacy of this Site or the Fund Documents. Any representation to the contrary is a criminal offense. Iron Elk makes no representations or warranties, express or implied, regarding the suitability of an investment in the Fund for any person. All information on this Site is provided "as is" without warranty of any kind.

4. Indemnification and Hold Harmless

You agree to indemnify, defend, and hold harmless Iron Elk from and against any and all claims, demands, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

- Your breach of these Terms, including any misrepresentation of your accredited investor status.

- Your violation of any applicable law or regulation.

- Your use of the Site or reliance on any information contained herein.

- Any unauthorized disclosure or use of confidential information from the Site or Fund Documents.

- This indemnification obligation survives any termination of these Terms or your access to the Site.

5. Intellectual Property and Confidentiality

All content on this Site, including text, graphics, logos, images, and descriptions of the Fund's strategies, team, and mission, is the property of Iron Elk or its licensors and is protected by U.S. and international copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content without our prior written consent.

The Site and Fund Documents contain confidential and proprietary information intended solely for accredited investors. By accessing the Site, you agree to maintain the confidentiality of all such information and not to disclose it to any third party without our express permission.

6. Limitation of Liability

To the fullest extent permitted by law, Iron Elk shall not be liable for any direct, indirect, incidental, consequential, special, or punitive damages arising from your use of the Site, even if advised of the possibility of such damages. This includes, but is not limited to, damages for loss of profits, data, or investment value.

7. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. Any disputes arising under or related to these Terms shall be resolved exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of such courts.

8. Miscellaneous

Severability: If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force.

Entire Agreement: These Terms, together with the Fund Documents, constitute the entire agreement between you and Iron Elk regarding the Site.

Continued Use: By continuing to use this Site, you acknowledge that you have read, understood, and agree to these Terms.

9. Confidentiality and Non-Disclosure

All information provided on this Site and in the Fund Documents is confidential and proprietary to Iron Elk. You agree not to reproduce, distribute, or disclose such information to any third party without prior written consent, except to your legal, tax, or financial advisors for the purpose of evaluating an investment, provided they are bound by similar confidentiality obligations.

10. Termination of Access

Iron Elk reserves the right to terminate or restrict your access to the Site at any time, with or without cause, including if we determine that you do not meet the accredited investor criteria or have violated these Terms. Upon termination, you must cease all use of the Site and destroy any downloaded or printed materials.

11. Compliance with Laws

You agree to comply with all applicable U.S. federal and state securities laws, as well as any other relevant regulations, when accessing the Site or considering an investment in the Fund. Any violation may result in legal action and forfeiture of any rights to invest.

12. Contact Information

For inquiries regarding these Terms and Conditions, please contact:

Email: [email protected]

Phone: 1-888-217-6035

By proceeding and continuing to use or access this website, you affirm your understanding and acceptance of these Terms and Conditions, our Privacy Policy, Legal Disclaimer and Compliance Policy.

Iron Elk Capital is a fundamentally driven hedge fund dedicated to long-term value investing in public equities, enhanced by strategic options strategies. Our team combines extensive research and disciplined analysis to identify undervalued businesses with enduring competitive strengths, Committed to integrity and excellence, we aim to deliver thoughtful investment solutions.

© Iron Elk Capital 2025 All Rights Reserved.