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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 their respective unfunded Capital Commitments shall be increased accordingly. 3.3 Removal of the General Partner. (a) Immediately following a Trigger Event (as defined below), the General Partner shall provide notice to the Limited Partners of the Trigger Event, and at the election of Two-Thirds in Int
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
occurring before the last day of the fourth full calendar quarter after purchase of such Offered Interests (other than due to the occurrence of a Trigger Event, described below) will be subject to a charge equal to 4% of the withdrawal amount (the "Early Withdrawal Charge"). For purposes of determining the
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
occurring before the last day of the fourth full calendar quarter after purchase of such Offered Interests (other than due to the occurrence of a Trigger Event, described below) will be subject to a charge equal to 4% of the withdrawal amount (the "Early Withdrawal Charge"). For purposes of determining the
Entities connected to both the "Limited Partners and Trigger Event
the Delaware
ORGANIZATION
U.S. Treasury
ORGANIZATION
United States
LOCATION
the Internal Revenue Service
ORGANIZATIONCayman
LOCATION
New York
LOCATION
Millennium
ORGANIZATIONMillennium Partners
ORGANIZATIONMillennium USA's
LOCATIONMillennium International, Ltd.
ORGANIZATIONthe U.S. Investment Company Act
ORGANIZATION
Wilmington
LOCATIONThe Master Partnership's Organization
ORGANIZATIONErnst & Young LLP
ORGANIZATIONManagement of Millennium USA
ORGANIZATIONCapital Structure
ORGANIZATIONMaster-Feeder Relationship
ORGANIZATIONIndependent Public Accountants
ORGANIZATIONMillennium Offshore Intermediate
ORGANIZATIONKeogh
ORGANIZATION