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Investor enforceable against the Investor in accordance with their respective terms. The Investor
acknowledges that this Agreement, the Partnership Agreement and the power of attorney granted hereby
shall survive (i) changes in the transaction, documents and…
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Proprietary and Confidential
address, facsimile number or electronic mail address, as applicable, as set forth in the List of Partners, or
to such other address or facsimile number as the addressee previously may have specified…
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Proprietary and Confidential
Information will not become publicly available as a result of such Limited Partner's
rights to access or receive such Partnership Information.
…
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IV. TAX, REGULATORY AND CERTAIN ERISA CONSIDERATIONS
CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS
The following discussion is a brief summary of certain U.S. federal income tax considerations that may be
applicable to an investment…
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should consult their own tax advisors regarding the implications of the 2017 Tax Legislation and other
potential changes in tax laws, including in light of their own particular circumstances.
AnnualIncome Tax Information. Limited Partners may be…
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referenced. Neither Glendower nor the Underlying Fund is responsible for updating any information provided
in this Memorandum.
The minimum subscription for Interests is $250,000, although the General Partner may accept subscriptions to
the Access Fund…
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General Partner, in its sole discretion, determines that it is in the best interests of the Partnership in light of
relevant rules, regulations and administrative pronouncements under the laws set forth in this Section 2(aa…
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This confidential private placement memorandum (as amended or supplemented from time to time. this
"Memorandum') is furnished on a confidential basis by iCapital Advisors, LLC or an affiliate (the "Investment
Manager') to a limited number of…
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to predict whether, or to what extent, any changes in the Code or interpretations thereof will occur.
Prospective Limited Partners should note that the Access Fund will not undertake to advise Limited Partners
of any legislative…
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Section 9: Carta., Legal. ERISA and Tax Considerations Glendower Capital Secondary Opportunities Fund IV, LP
taxable years beginning on or after January 1. 2018. an audit resulting in an adjustment to any item of the Fund…
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Partnership Audit Legislation. Under the Bipartisan Budget Act of 2015, legislation was enacted that
significantly changes the rules for U.S. federal income tax audits ofpartnerships (the "BBA Rules"). Such
audits will continue to be conducted…
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restructuring of a debt obligation acquired by the Access Fund at a discount amounts to a "significant
modification" that should be treated as a taxable event even if the Access Fund did not so treat the…
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Glendower Capital Secondary Opportunities Fund IV, LP
The Interests have not been recommended by any federal or slate securities commission or regulatory authority.
Furthermore, the fo…
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Controlled Foreign Corporations. Special rules apply to U.S. persons who own, directly or indirectly and
applying certain attribution rules, 10% or more of the total combined voting power or total value of all
classes of…
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Section 9: Certain Legal, ERISA and Tax Considerations Glendower Capital Secondary Opportunities Fund IV, LP
the meaning of and subject to Section 4975 of the Code, and (iii) any entity whose underlying assets include 'plan…
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Section 9: Corte., Legal. ERISA and Tax Considerations Glendower Capital Secondary Opportunities Fund IV. LP
expenses allocable to such investments. The Fund may deduct organizational expenses rateably over 15 years. or it
may elect to…
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unpaid portion of such Limited Partner's Subscription. Failure to pay
any applicable Transfer Expenses will be considered a default under the
Partnership Agreement and any amount…
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• the possibility that the allocations of the Access Fund's income, gain, loss and deduction to the
Limited Partners will not be respected.
It is possible that an audit of the Access Fund's (or the…
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Glendower Capital Secondary Opportunities Fund IV. LP
Appendix 1 Notices to Investors in Specific Jurisdictions
NOTICES TO CERTAIN INVESTORS
The distribution of this Me…
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is available; (iii) that the Interest has not been registered under the laws of any jurisdiction outside of the
United States and that the Investor is responsible for complying with any such laws, which may impose…