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e Net Capital Depreciation or increase the balance of the Loss Recovery Account. In connection with the (i) downsizing of Millennium USA following a Trigger Event, or (ii) dissolution of Millennium USA, reserves for liabilities will be established for the estimated costs of downsizing or liquidating assets an
ht to reject a subscription for any reason or for no reason, even if the prospective purchaser satisfies Millennium USA's suitability requirements. Limitations on Transfer; Restrictions on Pledging Offered Interests Each investor must bear the economic risk of the investment for an extended period of time (subject to
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
ht to reject a subscription for any reason or for no reason, even if the prospective purchaser satisfies Millennium USA's suitability requirements. Limitations on Transfer; Restrictions on Pledging Offered Interests Each investor must bear the economic risk of the investment for an extended period of time (subject to
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
ht to reject a subscription for any reason or for no reason, even if the prospective purchaser satisfies Millennium USA's suitability requirements. Limitations on Transfer; Restrictions on Pledging Offered Interests Each investor must bear the economic risk of the investment for an extended period of time (subject to
Entities connected to both Trigger Event and Limitations on Transfer

Millennium
ORGANIZATIONManagement of Millennium USA
ORGANIZATION
U.S. Treasury
ORGANIZATION
the Internal Revenue Service
ORGANIZATIONMillennium International, Ltd.
ORGANIZATIONMillennium USA's
LOCATION
New York
LOCATIONMillennium Partners
ORGANIZATIONErnst & Young LLP
ORGANIZATIONthe U.S. Investment Company Act
ORGANIZATIONThe Master Partnership's Organization
ORGANIZATIONCayman
LOCATIONMaster-Feeder Relationship
ORGANIZATION
United States
LOCATIONKeogh
ORGANIZATIONIndependent Public Accountants
ORGANIZATIONCapital Structure
ORGANIZATIONOrganization, Management
ORGANIZATIONMillennium Offshore Intermediate
ORGANIZATIONOrganization, Management, Structure
ORGANIZATION