Epstein Secrets

he Partnership may have to commit to purchase a specified number of shares at a fixed price, with the closing conditioned upon, among other things, the Securities and Exchange Commission's preparedness to declare effective a resale registration statement covering the resale, from time to time, of the shares sold in the private financin

oportion to their relative Capital Commitments. iii. Third, after the aggregate amount distributed to each Limited Partner is equal to 300% of such Limited Partner's Capital Commitment as of the date of such distribution, 100% to the General Partner until it has received aggregate distributions totaling 25% of (x) the aggregate di

r the applicable laws of the jurisdiction of the exchange on which such Securities are actively traded (other than volume limitations imposed under Securities and Exchange Commission Rule 144 or similar volume limitations imposed by another jurisdiction). Notwithstanding the foregoing, a Security shall not be deemed to be a Marke

(Le., an amount sufficient to enable the Partnership to distribute to such Limited Partner an amount equal to three hundred percent (300%) of such Limited Partner's Capital Commitment). 13. 147765658 v44 EFTA00808297 For all purposes under this Agreement, the "Second Allocation Hurdle" shall be determined as of the time that

he Partnership may have to commit to purchase a specified number of shares at a fixed price, with the closing conditioned upon, among other things, the Securities and Exchange Commission's preparedness to declare effective a resale registration statement covering the resale, from time to time, of the shares sold in the private financin

oportion to their relative Capital Commitments. iii. Third, after the aggregate amount distributed to each Limited Partner is equal to 300% of such Limited Partner's Capital Commitment as of the date of such distribution, 100% to the General Partner until it has received aggregate distributions totaling 25% of (x) the aggregate di

e with its customary accounting practices for financial reporting. "Rules" shall have the meaning assigned to it in Section 13.12. "SEC" shall mean the U.S. Securities and Exchange Commission. "Securities" shall mean securities of every kind and nature and rights and options with respect thereto, including stock, notes, bonds, evidence o

at the time of determination, with respect to any Limited Partner, an amount (expressed as a percentage) equal to A divided by B, where "A" is such Limited Partner's Capital Commitment to the Partnership and where "B" is the aggregate amount of the Capital Commitments of all Limited Partners to the Partnership, in each case as det