Epstein Secrets

above, such Person is organized and existing under the laws of the United States of America, any state thereof or the District of Columbia, Bermuda, the Cayman Islands, Ireland, Switzerland, the United Kingdom or any other country which is on the date of the indenture a member of the Organization of Economic Coope

"Item IA. Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2015 before purchasing any of the debentures. Trustee The Bank of New York Mellon. Governing Law The debentures will be governed by the laws of the State of New York. S-3 EFTA_R1_02074080 EFTA02702274 RISK FACTORS Before

l of the Members that the AlphaKeys Fund be re-structured as a Cayman Islands exempted limited partnership or other entity formed under the laws of the Cayman Islands (any such entity, a "Cayman Vehicle") the Member Designee may take and/or cause the Members to take all actions necessary and desirable to implemen

AlphaKeys Fund to limit the transferability of Interests to Benefit Plan Investors or to Disregarded Parties. Ropes & Gray LLP Ernst & Young LLP The Bank of New York Mellon ER305378-MAXWELL -21- CONFIDENTIAL UBSTERFtAMAR00001802 EFTA00237433 ER305378-MAXWELL -22- CONFIDENTIAL UBSTERFtAMAR00001803 EFTA00237434

nd any implementing non-U.S. laws and regulations, or does not otherwise qualify for an exception from the foregoing requirements. In this respect, the Cayman Islands and the United States on November 29, 2013 entered into an intergovernmental agreement with respect to FATCA implementation (the "Cayman IGA"), und

out herein concerning the AlphaKeys Fund or the Administrator, other service providers and their affiliates and personnel. Custodian/Escrow Agent The Bank of New York Mellon (the "Custodian") serves as the primary custodian of the assets of the AlphaKeys Fund, and may maintain custody of such assets with domestic and non