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rvices; and (v) year-end support services with respect to Millennium USA's audit and tax processes, as may be required. (See "The Administrator.") Schulte Roth & Zabel LLP has rendered an opinion that Millennium USA and the Master Partnership will each be classified as a partnership and not as an association taxable a
quirements), to require any investor to withdraw all or any portion of its interests at any time for any reason or no reason. See "Millennium USA's Organization, Management, Structure, and Operations — Compulsory Withdrawal." Limited Liquidity: DOC ID- 29147063.5 Interests in Millennium USA other than the Offered Int
perations Classification of Millennium USA and the Master Partnership. Each of Millennium USA and the Master Partnership has received an opinion of Schulte Roth & Zabel LLP, its counsel, that under the provisions of the Code and the Regulations, as in effect on the date of the opinion, as well as under the relevant aut
nnium USA (and/or the Master Partnership, as appropriate) to conduct its operations as described herein. As described above, under "Millennium USA's Organization, Management, Structure, and Operations" — "Compulsory Withdrawal", Millennium Management reserves may, in its sole discretion, require any Limited Partner to w
Administrator also provides services in connection with the issuance, transfer and withdrawal of interests. (See "The Administrator.") Taxation: Schulte Roth & Zabel LLP has rendered an opinion that Millennium USA and the Master Partnership will each be classified as a partnership and not as an association taxable a
should be noted that: (a) all withdrawals of Offered Quarterly Interests are subject to a 25% quarterly limit (as described under "Millennium USA's Organization, Management, ML281817-MAXWELL CONFIDENTIAL UBSTERRAMAR00002326 EFTA00237882 Structure, and Operations — Withdrawal Rights") that limits the amount any sing
Administrator also provides services in connection with the issuance, transfer and withdrawal of interests. (See "The Administrator.") Taxation: Schulte Roth & Zabel LLP has rendered an opinion that Millennium USA and the Master Partnership will each be classified as a partnership and not as an association taxable a
should be noted that: (a) all withdrawals of Offered Quarterly Interests are subject to a 25% quarterly limit (as described under "Millennium USA's Organization, Management, MAXWELL CONFIDENTIAL UBSTERRAMAR00001273 EFTA00236919 Structure, and Operations — Withdrawal Rights") that limits the amount any single limite
Entities connected to both Schulte Roth & Zabel LLP and Organization, Management

United States
LOCATION
New York
LOCATION
U.S. Treasury
ORGANIZATIONCayman
LOCATIONKeogh
ORGANIZATIONthe U.S. Investment Company Act
ORGANIZATION
Millennium
ORGANIZATIONErnst & Young LLP
ORGANIZATIONTrigger Event
ORGANIZATIONMillennium International, Ltd.
ORGANIZATION
the Internal Revenue Service
ORGANIZATIONMillennium USA's
LOCATIONMillennium Partners
ORGANIZATIONThe Master Partnership's Organization
ORGANIZATIONthe District of Columbia
LOCATIONOrganization, Management, Structure
ORGANIZATION
Paul Volcker
PERSONManagement of Millennium USA
ORGANIZATIONThis Confidential Memorandum
ORGANIZATIONMaster-Feeder Relationship
ORGANIZATION