Epstein Secrets

SUBJECT TO THE GENERAL PARTNER'S ABILITY TO REJECT ANY COMMITMENT IN WHOLE OR IN PART. THE INTERESTS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT), OR ANY UNITED STATES STATE SECURITIES LAWS OR THE LAWS OF ANY FOREIGN JURISDICTION. THE I

TA00609521 VALAR Private Placement Memorandum 27 to accommodate the tax, regulatory or legal needs of investors (including, without limitation, non-United States investors) who would otherwise invest as Limited Partners of the Fund on substantially similar terms, including economic terms, as the Fund (collec

nd the economic interests of Limited Partners. COUNSEL TO THE PARTNERSHIP DOES NOT REPRESENT THE LIMITED PARTNERS. The General Partner has retained Cooley LLP in connection with the formation of the Partnership and may retain Cooley LLP as legal counsel in connection with the management and operation of th

and such Limited Partner or prospective limited partner otherwise agree and such Limited Partner or prospective limited partner separately engages Cooley LLP, in connection with the formation of the Partnership, the offering of the Interests, the management and operation of the Partnership or any Confide

SUBJECT TO THE GENERAL PARTNER'S ABILITY TO REJECT ANY COMMITMENT IN WHOLE OR IN PART. THE INTERESTS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT), OR ANY UNITED STATES STATE SECURITIES LAWS OR THE LAWS OF ANY FOREIGN JURISDICTION. THE I

ary income on all or a portion of the gain from the sale of stock of a CFC. INVESTMENT BY THE PARTNERSHIP IN PASSIVE FOREIGN INVESTMENT COMPANIES. A non-United States corporation in which the Partnership invests may be classified as a passive foreign investment company ("PFJC') in one or more taxable years while t

d the economic interests of Limited Partners. COUNSEL TO THE PARTNERSHIP DOES NOT REPRESENT THE LIMITED PARTNERS. The General Partner has retained Cooley LLP in connection with the formation of the Partnership and may retain Cooley LLP as legal counsel in connection with the management and operation of th

S NOT REPRESENT THE LIMITED PARTNERS. The General Partner has retained Cooley LLP in connection with the formation of the Partnership and may retain Cooley LLP as legal counsel in connection with the management and operation of the Partnership, including, without limitation, the making and holding of inves

t is the responsibility of the Investor to satisfy himself, herself or itself as to full observance of the laws of any relevant territory outside of the United States in connection with the offer and sale of the Interest, including obtaining any required governmental or other consent or observing any other applica

Accees to accams (codes apply only to not individuals; see on page 3): code Of any) from FATCA reporting the line above for miviesombxentle me U. S) 8 Address (number. street. and apt. or suite no.) Requesters name and address (optional) 8 City. state. and ZIP code 7 List account number(s) he

by and all documents and instruments incident to such transactions shall be satisfactory in substance and form to the General Partner, the Fund and Cooley LLP, legal counsel to the Fund ("Fund Counsel"), and the General Partner, the Fund or Fund Counsel shall have received all such counterpart originals o

ng. 4.1 aiagi . The closing of the redemption of the Corbin Interests (the "Closing") shall take place at the offices of Cooley LLP, 1114 Avenue of Americas, New York, NY 10036, on a Business Day (the "Closing Date") designated by Seller by notice to the other Parties which, unless Seller and the Corbin

be reported. 4. The Closing. 4.1 aiagi . The closing of the redemption of the Corbin Interests (the "Closing") shall take place at the offices of Cooley LLP, 1114 Avenue of Americas, New York, NY 10036, on a Business Day (the "Closing Date") designated by Seller by notice to the other Parties which, unl

been served by email and first class mail, this day of Brad S. Karp Allan Arffa Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 John S. Siffert Lankier Siffert & Wohl LLP 500 Fifth Avenue, 33rd Floor New York, NY 10110 1043197v1/011585 20 , on: Ala

, NY 10019 John S. Siffert Lankier Siffert & Wohl LLP 500 Fifth Avenue, 33rd Floor New York, NY 10110 1043197v1/011585 20 , on: Alan Levine Cooley LLP The Grace Building 1114 Avenue of the Americas New York, NY 10036 Stephen D. Susman EFTA00722269

email and first class mail, this 17th day of August, on: Brad S. Karp Allan Arffa Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 John S. Siffert Lankier Siffert & Wohl LLP 500 Fifth Avenue, 33rd Floor New York, NY 10110 Alan Levine Cooley LLP The Grac

enue of the Americas New York, NY 10019 John S. Siffert Lankier Siffert & Wohl LLP 500 Fifth Avenue, 33rd Floor New York, NY 10110 Alan Levine Cooley LLP The Grace Building 1114 Avenue of the Americas New York, NY 10036 Hany P. Susman 1205876v1/011585 20 EFTA00722328

0,000 $100,000 S 49.99 UP Move Colors $6.50 154,649 $1,005,219 49.99 Total 603,311 $12,329,083 Territory: Worldwide Jawbone FOB Point: Americas EMEA -1MM EU EMEA - Luzern ( APAC 2290 Enrico Fermi Dr, Suite 19 San Diego, CA 92154 Logistic1c9 areal Westpoint D2 Hale 3, 6.p. 1070 Lozom

nt shall be by wire in U.S. dollars. Wire instructions for the Escrow will be sent in an encrypted email, and Distributor will need4o sign into the Cooley LLP email gateway to retrieve the wire instructions. 321729 v2tC0 EFTA00807826 DocuSign Envelope ID: EESE53F8.24C2-4(3984330t .C89959845 EXHIBIT C

te it. Lesely On May 13, 2013, at 11:08 AM, Lipton, Chet wrote: > 4:30 pm today works for me. > Chet F. Lipton > Cooley LLP * 1114 Avenue of the Americas > New York NY 10036 > Direct: > Bio: • Original Message > From: Lesley Groff (mailto: > Sent: Monday, May 13, 2013 9:45 AM > To: Lipton, Chet

nnect you to Jeffrey. Appreciate it. Lesely On May 13, 2013, at 11:08 AM, Lipton, Chet wrote: > 4:30 pm today works for me. > Chet F. Lipton > Cooley LLP * 1114 Avenue of the Americas > New York NY 10036 > Direct: > Bio: • Original Message > From: Lesley Groff (mailto: > Sent: Monday, May 13, 20

isitgi . The closing of the sale and transfer of the Corbin Interests (the "Closing") shall take place at the offices of Cooley LLP, 1114 Avenue of Americas, New York, NY 10036, on a Business Day (the "Closing Date") designated by Seller by notice to Purchaser which, unless Seller and Purchaser otherwis

d. 4. The Closing. 4.1 Cl isitgi . The closing of the sale and transfer of the Corbin Interests (the "Closing") shall take place at the offices of Cooley LLP, 1114 Avenue of Americas, New York, NY 10036, on a Business Day (the "Closing Date") designated by Seller by notice to Purchaser which, unless Sell