V. Risk Factors 

Investing in the Partnership’s Units is very risky. You should be able to bear a complete loss of your investment. You should carefully consider the following factors, including those listed in the accompanying business plan.

A.  Development Stage Business

Clovis ai LLC commenced operations in June 2022 and is organized as a Limited Liability Corporation under the laws of the State of South Carolina. Accordingly, the Partnership has only a limited history upon which an evaluation of its prospects and future performance can be made. The Partnership’s proposed operations are subject to all business risks associated with new enterprises. The likelihood of the Partnership’s success must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection with the expansion of a business, operation in a competitive industry, and the continued development of advertising, promotions and a corresponding customer base. There is a possibility that the Partnership could sustain losses in the future. There can be no assurances that Clovis ai LLC will even operate profitably.

B.  Inadequacy of Funds

Gross offering proceeds of a minimum of $125,000 and a maximum of $1,000,000 may be realized. Management believes that such proceeds will capitalize and sustain Clovis ai LLC sufficiently to allow for the implementation of the Partnership’s Business Plans. If only a fraction of this Offering is sold, or if certain assumptions contained in Management’s business plans prove to be incorrect, the Partnership may have inadequate funds to fully develop its business and may need debt financing or other capital investment to fully implement the Partnership’s business plans.

C.  Dependence on Management

In the early stages of development the Partnership’s business will be significantly dependent on the Partnership’s management team. The Partnership’s success will be particularly dependent upon: Mack Bryson & HME Technology as managing member of the LLC. The loss of these managing members could have a material adverse effect on the Partnership. See “MANAGEMENT” section.

D.  Risks Associated with Expansion

The Partnership plans on expanding its business through the introduction of a sophisticated marketing campaign. Any expansion of operations the Partnership may undertake will entail risks. Such actions may involve specific operational activities, which may negatively impact the profitability of the Partnership. Consequently, members must assume the risk that (i) such expansion may ultimately involve expenditures of funds beyond the resources available to the Partnership at that time, and (ii) management of such expanded operations may divert Management’s attention and resources away from its existing operations, all of which factors may have a material adverse effect on the Partnership’s present and prospective business activities.

E.  Customer Base and Market Acceptance

Although the Partnership believes that based upon prior trial tests, its product matrix and its interactive e-commerce website offer advantages over competitive companies and products, no assurance can be given that the world may again fall into a pandemic and postpone our business plans.

F.  Competition

Competition for Clovis ai and its products primarily comes from the relationships between the medical community and their vendors with whom they have had a long-term relationship. Clovis ai aims to work with existing vendors in the market place and feels confident that we can gather our share of the remote patient monitoring market.
While there does exist some current competition, Management believes that Clovis ai products are demographically well positioned, of top quality, and unique in nature. The expertise of Management combined with the innovative nature of its marketing approach, set the Partnership apart from its competitors. However, there is the possibility that new competitors could seize upon the Clovis ai business model and produce competing products or services with similar focus. Likewise, these new competitors could be better capitalized than Clovis ai, which could give them a significant advantage. There is the possibility that the competitors could capture significant market share of our target market, however, the market is very large and we do not believe increased competition will cause financial harm to Clovis ai.
G. TREND IN DOCTOR/PATIENT RPM PARTICIPATION
The Partnership’s operating results may fluctuate significantly from period to period and differ substantially from the pro forma projections. The CLOVIS AI model is predicated upon participation by doctors and patients in a remote patient monitoring (RPM) program, and regardless of positive trends in RPM growth, there can be no assurance that: i) doctors will continue to embrace this medical treatment model; ii) patients will readily participate in RPM programs; iii) medical reimbursement plans will not shift to other protocols; iv) Medicare reimbursement levels will remain at levels sufficient to generate profits; and/or, iv) a variety of factors unknown to management will have disruptive effects upon current RPM trends and the Partnership’s anticipated results. Consequently, the Partnership’s revenues may vary by quarter and its operating results may experience fluctuations not reflected in the straight-line pro forma projections.

H.  Risks of Borrowing

If the Partnership incurs indebtedness, a portion of its cash flow will have to be dedicated to the payment of principal and interest on such indebtedness. Typical loan agreements also might contain restrictive covenants, which may impair the Partnership’s operating flexibility. Such loan agreements would also provide for default under certain circumstances, such as failure to meet certain financial covenants. A default under a loan agreement could result in the loan becoming immediately due and payable and, if unpaid, a judgment in favor of such lender which would be senior to the rights of members of the Partnership. A judgment creditor would have the right to foreclose on any of the Partnership’s assets resulting in a material adverse effect on the Partnership’s business, operating results or financial condition.