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e objective of the AlphaKeys Fund is to invest in the Underlying Fund. The Underlying Fund's principal trading objective (through its investment in Millennium Partners, L.P. (the "Underlying Muter Fund")) is to achieve above-average appreciation by opportunistically trading and investing in a wide variety of secu
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
ully in the Third Amended and Restated Limited Partnership Agreement, as amended or supplemented from time to time (the "Partnership Agreement") of Millennium Partners, L.P. (the "Master Partnership") and elsewhere in this Confidential Memorandum. This summary should be read in conjunction with, and is qualified i
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
e objective of the AlphaKeys Fund is to invest in the Underlying Fund. The Underlying Fund's principal trading objective (through its investment in Millennium Partners, L.P. (the "Underlying Master Fund")) is to achieve above-average appreciation by opportunistically trading and investing in a wide variety of sec
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
e objective of the AlphaKeys Fund is to invest in the Underlying Fund. The Underlying Fund's principal trading objective (through its investment in Millennium Partners, M. (the "Underlying Master Fund")) is to achieve above-average appreciation by opportunistically trading and investing in a wide variety of secur
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 Millennium Partners and Organization, Management

U.S. Treasury
ORGANIZATIONThe Master Partnership's Organization
ORGANIZATION
Millennium
ORGANIZATIONMillennium International, Ltd.
ORGANIZATIONthe U.S. Investment Company Act
ORGANIZATION
New York
LOCATIONCayman
LOCATIONManagement of Millennium USA
ORGANIZATIONErnst & Young LLP
ORGANIZATIONTrigger Event
ORGANIZATIONMillennium USA's
LOCATIONOrganization, Management, Structure
ORGANIZATIONMillennium Offshore Intermediate
ORGANIZATIONSchulte Roth & Zabel LLP
ORGANIZATIONCapital Structure
ORGANIZATIONMaster-Feeder Relationship
ORGANIZATIONIndependent Public Accountants
ORGANIZATION
the Internal Revenue Service
ORGANIZATIONKeogh
ORGANIZATION
United States
LOCATION