EFTA01386227.pdf

AGP LP 519 Alpha Group Capital Paul Barrett O (iv) a revocable trust and each grantor of the trust is an accredited investor on the basis of (i) or (ii) above; O (v) a self-directed pension plan and the participant who directed that assets of his or her account be invested in the Partnership is an accredited investor on the basis of (i) or 0) above and such participant is the only participant whose account is being invested in the Partnership; O (vi) a pension plan which is not a self-directed plan and which has total assets in excess of $5,000,000; O (vii) an irrevocable trust which consists of a single trust (a) with total assets in excess of $5,000,000, (b) which was not formed for the specific purpose of investing in the Partnership and (c) whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he or she is capable or evaluating the merits and risks of the prospective investment; O (viii) a corporation, a partnership or a Massachusetts or similar business trust, that was not formed for the specific purpose of acquiring an interest in the Partnership, with total assets in excess of $5,000,000; O (ix) an entity in which all of the equity owners are accredited investors; or O (x) none of the above applies (further information may be required to determine accredited investor status). Qualified Purchaser Status: The New Limited Partner represents and warrants that it is a -qualified purchaser" within the meaning of Section 2(a)(51) of the Investment Company Act of 1940, as amended (the "Investment Company Act") and has indicated below each category under which the New Limited Partner qualifies as a qualified purchaser. In order to complete the following information, New Limited Partners should refer to the worksheet attached as Appendix C for the definition of "Investments" (which includes cash or cash equivalents held for investment purposes) and for information regarding the valuation of Investments. The New Limited Partner is as of the Admission Date check off one of the following ❑ (i) an individual who owns not less than 55,000,000 in "Investments;" ❑ (ii) an IRA or a self-directed pension plan and the individual who established the IRA or the individual responsible for directing the investment of assets in the Partnership is an individual who owns not less than S5,000,000 in "Investments"; ❑ (iii) a corporation (including a charitable corporation), partnership or trust that (a) was not formed for the specific purpose of acquiring an interest in the Partnership, (b) will not have more than 40% of its net assets invested in the Partnership, (c) owns not less than $5,000,000 in "Investments" and (d) is owned directly or indirectly by or for (or in the case of a charitable corporation, that has had assets contributed to it by) two or more natural persons who are related as siblings or spouses (including former spouses), or direct lineal descendants by birth or adoption, spouses or estates of such persons, or foundations, charitable organizations or trusts established by or for the benefit of such persons; ❑ (iv) a trust or charitable corporation that (a) was not formed for the purpose of acquiring an interest in the Partnership and (b) as to which the trustee or other 2 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0087824 CONFIDENTIAL SDNY_GM_00234008 EFTA01386227