for such Investment by the Managing Member) multiplied by the Investment P&L generated by such Investment which product shall then be multiplied by the Incentive Allocation Rate; provided, however, for this purpose only 80% of Investment P&L from Coinvestment Vehicles shall be taken into account. x. "Desk Bonus Pool" shall

he current year and subsequent years. The Incentive Allocation Rate shall be 14% for all years unless changed by the Managing Member. Any change in the Incentive Allocation Rate shall be prospective only and must be made by March 15 of a year to be applicable to that year. DOC ID - 25061468.12 13 CONFIDENTIAL - PURSUANT T

he meaning set forth in Section 3. ss. "Fund Incentive P&L" shall mean, with respect to any fiscal year, the product determined by multiplying (A) the Incentive Allocation Rate by (B) the aggregate net realized and unrealized gains or losses of the Funds for such fiscal year (determined after deducting all Fund expenses),

ve is to be paid by the Firm and included in Overhead Expenses and is expected to exceed $2 million in any fiscal year and (3) the determination of the Incentive Allocation Rate. On or before March 15 of each year, General Points and Desk Points shall be allocated among the Non-Managing Members for that year and shall not b