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atters partner shall employ experienced tax counsel to represent the Partnership in connection with any audit or investigation of the Partnership by the Internal Revenue Service and in connection with all subsequent administrative and judicial proceedings arising out of such audit. If the tax matters partner is required by

41V LLC, a Delaware limited liability company (the "General Partner"), and each investor who is identified as a limited partner on EXHIBIT A hereto (the "Limited Partners"), who hereby amend and restate the initial limited partnership agreement dated January-20December , 20167 (ille ttitiai-Closing-Daten)-of VALAR

of the Administrator's affiliates or employees for tax advice in connection with its investment. To ensure compliance with requirements imposed by the Internal Revenue Service (the "IRS") in Circular 230, you are hereby informed that any tax advice contained in this Memorandum (i) is written in connection with the promoti

taxable U.S. investors and are persons for which such an investment is otherwise appropriate. Investors in Millennium USA are referred to herein as the "Limited Partners." The Limited Partners, together with Millennium Management LLC ("Millennium Management"), are referred to herein as the "Partners." The Offered In

of the Administrator's affiliates or employees for tax advice in connection with its investment. To ensure compliance with requirements imposed by the Internal Revenue Service (the "IRS") in Circular 230, you are hereby informed that any tax advice contained in this Memorandum (i) is written in connection with the promoti

taxable U.S. investors and are persons for which such an investment is otherwise appropriate. Investors in Millennium USA are referred to herein as the "Limited Partners." The Limited Partners, together with Millennium Management LLC ("Millennium Management"), are referred to herein as the "Partners." The Offered In