vided, however, that the foregoing restriction shall not apply to an investment held through a Successor Fund or Prior Fund; provided, further, that the Affiliated Parties may, 26. 147765658 v44 EFTA00808310 collectively, invest up to one hundred fifty thousand dollars ($150,000) into the Securities of any Partner

imilar instruments to purchase the same of any Partnership portfolio company without the consent of the Advisory Committee; provided, however, that the Affiliated Parties may, collectively, invest up to one hundred fifty thousand dollars ($150,000) into any Partnership portfolio company that are not Marketable Securit

roduct or service that does not reflect the relative benefit derived by the Partnership from that product or service. As a result of the foregoing, the Affiliated Parties may have conflicts of interest in allocating their time and activity between the Partnership and other entities, in allocating investments among the