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Contract analysis / closing-certificate-consent-tabulation.docx
closing-certificate-consent-tabulation.docx
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1. Diana Cortland, Representative of Northvale Public Employees' Retirement System — IAC
1. Diana Cortland, Representative of Northvale Public Employees' Retirement System — IAC Chair;
2. Richard Oshima, Representative of Sycamore Endowment Partners LP;
2. Richard Oshima, Representative of Sycamore Endowment Partners LP;
3. Catherine Mercer, Representative of Velthorn Institutional Fund of Funds III, L.P.;
3. Catherine Mercer, Representative of Velthorn Institutional Fund of Funds III, L.P.;
4. Thomas Ashworth, Representative of Bridlewood Family Office Holdings Ltd.; and
4. Thomas Ashworth, Representative of Bridlewood Family Office Holdings Ltd.; and
5. Nadia Al-Rashid, Representative of Atlas Sovereign Wealth Advisory LLC.
5. Nadia Al-Rashid, Representative of Atlas Sovereign Wealth Advisory LLC. The IAC reviewed the Successor Proposal, the First Amendment, and related materials at a meeting held on July 29, 2024, at the offices of Wexford Crane & Albright LLP, 51 West 52nd Street, 40th Floor, New York, NY 10019. The meeting was attended by all five IAC members (Ms. Cortland, Mr. Oshima, Ms. Mercer, Mr. Ashworth, and Ms. Al-Rashid) and
Section 1. Certification of Consent Tabulation.
Standard
⚑ Commercial term
Section 1. Certification of Consent Tabulation. 1.1 Receipt of Written Consents. The undersigned, on behalf of DCM as General Partner of the Partnership, hereby certifies that the General Partner has received duly executed Forms of Written Consent from thirty-eight (38) of the forty-seven (47) Limited Partners of the Partnership (collectively, the "Consenting LPs"). Each Form of Written Consent received by the Genera
Section 2. Certification of Amendment Effectiveness.
Section 2. Certification of Amendment Effectiveness. 2.1 Effectiveness of the First Amendment. Having determined, as set forth in Section 1 above, that the requisite Limited Partner consent has been obtained in accordance with Sections 14.01 and 8.04(c) of the A&R LPA, and having further confirmed that all other conditions precedent to the effectiveness of the First Amendment have been satisfied (including, without l
Section 3. Governing Law.
Medium
⚑ Forum / governing law
Section 3. Governing Law. This Certificate and the matters set forth herein shall be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to the conflict of laws principles thereof that would cause the application of the laws of any other jurisdiction. Any dispute arising out of or relating to this Certificate shall be resolved in accordance with the dispute resolution prov
Section 4. Reliance and Distribution.
Medium
⚑ Confidentiality undertaking
Section 4. Reliance and Distribution. This Certificate is delivered by the General Partner for the benefit of, and may be relied upon by, the following persons and entities: (a) the Limited Partners of the Partnership; (b) the Investor Advisory Committee of the Partnership; (c) the Fund Administrator: Pinnacle Fund Services (Cayman) Ltd.; (d) the Auditor: Graystone & Whitfield LLP; (e) the Prime Broker: Halcyon Secur