Epstein Secrets

agement and other affiliated entities that participate in the management of the Master Partnership's assets are collectively referred to herein as "Millennium." The Limited Partners have no right to act on behalf of Millennium USA or the Master Partnership in connection with any matter. Millennium Managem

the right to dissolve Millennium USA at any time (including during a fiscal year), for any reason or for no reason. In the case of such termination, Millennium USA's net assets (less reserves) will be distributed to the Limited Partners within 30 days after the completion of a final audit of Millennium USA

ures. See "The Fund's Investment Program and Strategy." As discussed under "The Fund's Investment Program and Description: Eligible Investments," Millennium does not establish fixed guidelines regarding diversification of investments to be followed by the Fund; the Fund is authorized to invest in al

rest-rate and foreign exchange-rate risks. Mortgage-backed Securities ("Mal) and Asset-backed Securities ("ABS') Some investment characteristics of MBS and ABS differ from traditional debt securities. Among the major differences are that interest and principal payments are made more frequently, usu

ributions or payments up to, but in no event in excess of, the aggregate amount of returns of capital and other amounts actually received by it from Millennium USA during or after the fiscal year to which such debt or obligation is attributable. Term; Dissolution. Millennium USA will continue until the ear

conduct. The Indemnified Parties will agree that in the event an Indemnified Party receives any such advance, such Indemnified Party will reimburse Millennium USA for such fees, costs and expenses to the extent it is determined that it was not entitled to indemnification. The indemnification provisions o

them. See "The Fund's Investment Program and Strategy." As discussed under "The Fund's Investment Program and Description: Eligible Investments," Millennium does not establish fixed guidelines regarding diversification of investments to be followed by the Fund; the Fund is authorized to invest in a

to defaults and foreclosures) occur on loans and other assets ML281817-MAXWELL 11-29 CONFIDENTIAL UBSTERRAMAR00002445 EFTA00238001 underlying MBS and ABS will be affected by a variety of factors including the prevailing level of interest rates as well as economic, demographic, tax, social, leg

(as opposed to through Portfolio Managers) utilizing any of the strategies described herein, or utilizing other strategies as deemed appropriate by Millennium. The Fund may provide seed capital or early stage capital, as well as negotiated capital, to one or more new or established Portfolio Managers. Mil

its affiliated management companies, Millennium retains the right to organize additional investment vehicles, and frequently considers doing so. If Millennium (or an affiliate) were to organize one or more such additional funds, there would be a number of conflicts between them and the Master Partnership

ium. The Fund may provide seed capital or early stage capital, as well as negotiated capital, to one or more new or established Portfolio Managers. Millennium may seek to enhance the return the Fund receives from such investments through various contractual arrangements that provide the Fund with reduced

d distressed debt. ML281817-MAXWELL II-45 CONFIDENTIAL UBSTERRAMAR00002461 EFTA00238017 • Mortgage-backed Securities. The Fund may invest in MBS and associated derivatives. MBS are securities that represent an interest in, or are secured by, mortgage loans secured by residential or commercia

ributions or payments up to, but in no event in excess of, the aggregate amount of returns of capital and other amounts actually received by it from Millennium USA during or after the fiscal year to which such debt or obligation is attributable. Term; Dissolution. Millennium USA will continue until the ear

conduct. The Indemnified Parties will agree that in the event an Indemnified Party receives any such advance, such Indemnified Party will reimburse Millennium USA for such fees, costs and expenses to the extent it is determined that it was not entitled to indemnification. The indemnification provisions o

them. See "The Fund's Investment Program and Strategy." As discussed under "The Fund's Investment Program and Description: Eligible Investments," Millennium does not establish fixed guidelines regarding diversification of investments to be followed by the Fund; the Fund is authorized to invest in a

tions due to defaults and foreclosures) occur on loans and other assets MAXWELL 11-29 CONFIDENTIAL UBSTERRAMAR00001392 EFTA00237038 underlying MBS and ABS will be affected by a variety of factors including the prevailing level of interest rates as well as economic, demographic, tax, social, leg

(as opposed to through Portfolio Managers) utilizing any of the strategies described herein, or utilizing other strategies as deemed appropriate by Millennium. The Fund may provide seed capital or early stage capital, as well as negotiated capital, to one or more new or established Portfolio Managers. Mil

its affiliated management companies, Millennium retains the right to organize additional investment vehicles, and frequently considers doing so. If Millennium (or an affiliate) were to organize one or more such additional funds, there would be a number of conflicts between them and the Master Partnership

ium. The Fund may provide seed capital or early stage capital, as well as negotiated capital, to one or more new or established Portfolio Managers. Millennium may seek to enhance the return the Fund receives from such investments through various contractual arrangements that provide the Fund with reduced

yield and distressed debt. =MAXWELL II-45 CONFIDENTIAL UBSTERRAMAR00001408 EFTA00237054 • Mortgage-backed Securities. The Fund may invest in MBS and associated derivatives. MBS are securities that represent an interest in, or are secured by, mortgage loans secured by residential or commercia

TING INVESTOR USE ONLY Public Policy from the John F. Kennedy School of Government at Harvard University. • John Novogratz, 45 Coined in 2009), is Millennium's Global Head of Capital Development and Investor Relations. Mr. Novogratz is responsible for the Capital Development and Investor Relations Depart

ions are scaled relative to the underlying commodity's volatility enabling the use of the same risk management disciplines that are employed across Millennium. Distressed Strategies. Distressed strategies involve purchases and sales of debt and quasi-debt securities and obligations of companies with what

by the Fund include, but are not limited to capital stock; shares of beneficial interest; partnership interests and similar financial instruments; MBS; interests in real estate and real estate related assets; bonds, notes, debentures (whether subordinated, convertible, secured, unsecured or otherwi