[sheet: Cover]

Field	Value
Document Title	MFN Provision Comparison Matrix — Market Precedents
Document Type	Internal Working Paper — PRIVILEGED & CONFIDENTIAL
Matter Name	Briarwood Family Office LLC — Side Letter Negotiation, Meridian Peak Capital Partners Fund IV, L.P.
Matter Number	1026-00001
Prepared By	Owen Fischer, Working Associate, Funds & Asset Management
Reviewed By	Theresa Kim, Lead Associate, Funds & Asset Management
Supervising Partner	Pamela Cross, Responsible Partner, Funds & Asset Management
Date Prepared	February 5, 2024
Firm	Calderwood & Harkness LLP, 425 Lexington Avenue, New York, NY 10017
Client	Briarwood Family Office LLC
Client Contact	Sandra M. Whitfield, General Counsel; Derek T. Calloway, Director of External Investments
Purpose	Benchmark the MFN provision proposed in the Fund IV side letter against recent market precedents to inform negotiation strategy
Fund	Meridian Peak Capital Partners Fund IV, L.P. (Delaware LP)
Fund Sponsor	Meridian Peak Capital Advisors LLC
GP	Meridian Peak Capital Partners GP IV LLC
GP's Counsel	Ashford Crane & Hewitt LLP (Harrison K. Drummond, Partner)
Proposed BFO Commitment	$75,000,000
Fund Target Size	$1,500,000,000
Fund Hard Cap	$1,750,000,000
Governing Law (Fund IV LPA & Side Letter)	State of Delaware

[sheet: MFN Comparison Matrix]

Row #	Fund / Transaction	Fund Strategy	Fund Target Size	LP Commitment	LP Commitment as % of Target	MFN LP Commitment Threshold	MFN Threshold as % of Target	Anchor Investor Carve-Out Threshold	Anchor Threshold as % of Target	MFN Election Period	MFN Summary Delivery Period	Excluded Categories	Sunset / Expiration Provision	MFN Applies to Subsequent Closes?	Governing Law	Notes / Observations
1	Meridian Peak Capital Partners Fund IV, L.P. (Proposed — BFO)	Value-add / Opportunistic Real Estate, RE Operating Cos, Asset Mgmt Platforms	$1,500,000,000	$75,000,000	5.00%	$50,000,000	3.33%	$200,000,000	13.33%	20 business days after receipt of redacted side-letter summary	15 business days after applicable close	(i) Terms granted to Anchor Investors ($200M+); (ii) Regulatory accommodations for ERISA, tax-exempt, or governmental plan investors; (iii) Terms for GP affiliates	None specified — MFN available at each close at which BFO admitted	Yes — summary delivered after each close	Delaware	BFO proposed terms as of Feb 5, 2024. MFN threshold at $50M. Anchor carve-out at $200M (13.33% of target). Election period of 20 biz days. Three excluded categories. MFN right entitled BFO to elect any economic or governance term granted to any other LP committing $50M+.
2	Crestline Realty Partners Fund VI, L.P.	Core-Plus / Value-Add Real Estate	$2,000,000,000	$100,000,000	5.00%	$75,000,000	3.75%	$250,000,000	12.50%	15 business days after receipt of summary	20 business days after final close only	(i) Anchor investors ($250M+); (ii) ERISA/governmental plan accommodations; (iii) GP/sponsor co-invest vehicles; (iv) Seed/first-close investors	MFN expires 30 days after final close	No — summary delivered only after final close	Delaware	Higher MFN threshold ($75M) and anchor carve-out ($250M) than Fund IV. Narrower window — only final close. Includes seed/first-close investor carve-out not present in Fund IV.
3	Thornfield Capital Growth Equity Fund III, L.P.	Growth Equity / Technology	$1,200,000,000	$50,000,000	4.17%	$40,000,000	3.33%	$150,000,000	12.50%	20 business days after receipt of summary	15 business days after each close	(i) Anchor investors ($150M+); (ii) Tax-exempt / governmental plan investors; (iii) GP-related persons	None — available at each close	Yes — after each close	Delaware	Lower anchor threshold ($150M) given smaller fund. Similar MFN election period to Fund IV (20 biz days). No sunset.
4	Harborview Infrastructure Partners Fund II, L.P.	Infrastructure / Real Assets	$3,000,000,000	$150,000,000	5.00%	$100,000,000	3.33%	$500,000,000	16.67%	30 business days after receipt of summary	20 business days after applicable close	(i) Anchor investors ($500M+); (ii) Sovereign wealth fund accommodations; (iii) ERISA accommodations; (iv) GP affiliates	MFN election right expires 60 days after final close	Yes — after each close, but election only once (at final close)	Delaware	Larger fund with much higher anchor carve-out ($500M). Longer MFN election period (30 biz days). Single election opportunity at final close despite interim summaries.
5	Redwood Secondaries Fund V, L.P.	Private Equity Secondaries	$1,800,000,000	$60,000,000	3.33%	$50,000,000	2.78%	$200,000,000	11.11%	15 business days after receipt of summary	10 business days after each close	(i) Anchor investors ($200M+); (ii) ERISA / benefit plan accommodations; (iii) GP affiliates and employees	None specified	Yes — after each close	Delaware	MFN threshold matches Fund IV at $50M. Anchor carve-out also at $200M — directly comparable. Shorter summary delivery (10 biz days) and election period (15 biz days).
6	Ashmore Opportunistic Credit Fund IV, L.P.	Distressed / Opportunistic Credit	$1,000,000,000	$40,000,000	4.00%	$25,000,000	2.50%	$100,000,000	10.00%	20 business days after receipt of summary	15 business days after applicable close	(i) Anchor investors ($100M+); (ii) ERISA / governmental plan; (iii) Strategic co-investors; (iv) GP affiliates	MFN expires 45 days after final close	Yes — after each close	Delaware	Lower thresholds across the board given smaller fund size. Includes 'strategic co-investor' carve-out — broader exclusion than Fund IV.
7	Northstar Value-Add Real Estate Fund VII, L.P.	Value-Add Real Estate	$1,500,000,000	$75,000,000	5.00%	$50,000,000	3.33%	$175,000,000	11.67%	20 business days after receipt of summary	15 business days after each close	(i) Anchor investors ($175M+); (ii) Tax-exempt entities; (iii) GP affiliates	None specified	Yes — after each close	Delaware	Closest comparable to Fund IV: same fund size, same LP commitment, same MFN threshold. Anchor carve-out slightly lower ($175M vs. $200M). Provides good benchmark.
8	Pinnacle Ridge Private Equity Fund III, L.P.	Mid-Market Buyout	$2,500,000,000	$125,000,000	5.00%	$75,000,000	3.00%	$300,000,000	12.00%	25 business days after receipt of summary	20 business days after final close only	(i) Anchor investors ($300M+); (ii) ERISA / governmental plans; (iii) GP affiliates; (iv) Advisory board members	MFN expires upon final close election deadline	No — final close only	Delaware	Includes advisory board member carve-out. Longer election period (25 biz days). MFN only at final close.
9	Cascade Capital Ventures Fund IV, L.P.	Venture Capital / Late-Stage Growth	$800,000,000	$35,000,000	4.38%	$25,000,000	3.13%	$100,000,000	12.50%	15 business days after receipt of summary	15 business days after each close	(i) Anchor investors ($100M+); (ii) Tax-exempt / governmental plan accommodations; (iii) GP affiliates	None specified	Yes — after each close	Delaware	Smallest fund in data set. Lower absolute thresholds but consistent as % of fund size. Three standard exclusions. No sunset. Good lower-bound comparator.

[sheet: Summary Statistics]

Metric	Market Precedents Range	Market Precedents Median	Fund IV Proposed	Fund IV vs. Median
Fund Target Size	$0.8B – $3.0B	$1.65B	$1.5B	Below median
LP Commitment	$35M – $150M	$67.5M	$75M	Above median
LP Commitment as % of Target	3.33% – 5.00%	4.58%	5.00%	Above median
MFN LP Commitment Threshold	$25M – $100M	$50M	$50M	At median
MFN Threshold as % of Target	2.50% – 3.75%	3.17%	3.33%	Slightly above median
Anchor Investor Carve-Out Threshold	$100M – $500M	$187.5M	$200M	Slightly above median
Anchor Threshold as % of Target	10.00% – 16.67%	12.25%	13.33%	Slightly above median
MFN Election Period	15 – 30 business days	20 business days	20 business days	At median
MFN Summary Delivery Period	10 – 20 business days	15 business days	15 business days	At median
Number of Excluded Categories	3 – 4	3	3	At median
Sunset Provision	None to 60 days post-final close	Varies — 3 of 7 have sunset	None specified	Favorable to LP (no sunset)
MFN Available at Each Close	Yes: 5 of 7; No (final close only): 2 of 7	Yes	Yes	At market

[sheet: Excluded Categories Detail]

Exclusion Category	Fund IV Proposed	Crestline VI	Thornfield III	Harborview II	Redwood V	Ashmore IV	Northstar VII	Pinnacle Ridge III	Prevalence	Market Standard?
Anchor Investor terms (commitment above specified threshold)	Yes	Yes	Yes	Yes	Yes	Yes	Yes	Yes	8/8	Universal — included in all MFN provisions
ERISA / benefit plan investor accommodations	Yes	Yes	No	Yes	Yes	Yes	No	Yes	6/8	Market standard
Tax-exempt / governmental plan accommodations	Yes	Yes	Yes	No	No	Yes	Yes	Yes	6/8	Market standard
GP affiliate / related person terms	Yes	Yes	Yes	Yes	Yes	Yes	Yes	Yes	8/8	Universal
Seed / first-close investor terms	No	Yes	No	No	No	No	No	No	1/8	Uncommon
Sovereign wealth fund accommodations	No	No	No	Yes	No	No	No	No	1/8	Uncommon — seen in large infrastructure funds
Strategic co-investor terms	No	No	No	No	No	Yes	No	No	1/8	Uncommon — potentially overbroad
Advisory board / LPAC member terms	No	No	No	No	No	No	No	Yes	1/8	Uncommon
GP employee / co-invest vehicle terms	No	Yes	No	No	Yes	No	No	No	2/8	Occasionally seen

[sheet: Key Observations & Recommendati]

Item #	Topic	Observation / Recommendation
1	MFN LP Commitment Threshold	BFO's proposed $50M threshold is at the market median. The threshold represents 3.33% of Fund IV's $1.5B target, consistent with market practice. Recommendation: Maintain $50M threshold — well within market norms.
2	Anchor Investor Carve-Out	The proposed $200M anchor carve-out (13.33% of Fund IV target) is at the market median. Some comparable funds use lower thresholds ($150M–$175M). This carve-out means LPs committing $200M or more (i.e., roughly 13.33% or more of the $1.5B target fund size) may receive terms not available to BFO via MFN. Recommendation: Maintain $200M; consider pushing to $225M if GP resists other points as a trade.
3	Election Period	The proposed 20 business day MFN election period is at market median. Range is 15–30 business days. 20 days provides adequate time for BFO's investment committee (which requires 3 of 4 members, with Julian Hargrove holding veto) to review elected terms. Recommendation: Maintain 20 business days.
4	Summary Delivery Timing	The proposed 15 business day delivery period for the redacted MFN summary is at market median. GP may push to 20 business days. Either is within market range. Recommendation: Propose 15 business days; accept 20 as fallback.
5	Excluded Categories	Fund IV proposes three standard exclusions: (i) Anchor Investors, (ii) ERISA/tax-exempt/governmental plan, (iii) GP affiliates. This is at the market median of 3 categories. No unusual or overbroad carve-outs. Recommendation: Accept these three exclusions as drafted — they are universal or near-universal across comparables.
6	Sunset Provision	Fund IV does not include an MFN sunset — favorable to BFO. Three of seven comparables include sunset provisions (30–60 days post-final close). Recommendation: Resist any GP attempt to add a sunset provision. If pressed, accept sunset no earlier than 60 days post-final close.
7	Applicability at Each Close	Fund IV MFN applies at each close at which BFO is admitted, consistent with 5 of 7 comparables. Two comparables limit MFN to final close only. Recommendation: Maintain per-close MFN right — important given Fund IV's anticipated first close on April 30, 2024 and final close deadline of October 31, 2024.
8	Overall Assessment	The proposed Fund IV MFN provision is well within market norms across all structural parameters. BFO's proposed terms are at or near the median on threshold, anchor carve-out, election period, and exclusion scope. The absence of a sunset provision is a favorable feature. BFO's $75M commitment (5.0% of the $1.5B target) provides meaningful leverage. Recommendation: Present these benchmarks to BFO (Julian Hargrove, Sandra Whitfield, Derek Calloway) to support the negotiation strategy outlined in the February 5, 2024 strategy memorandum.

[sheet: Cover]
Field | Value
Document Title | MFN Provision Comparison Matrix — Market Precedents
Document Type | Internal Working Paper — PRIVILEGED & CONFIDENTIAL
Matter Name | Briarwood Family Office LLC — Side Letter Negotiation, Meridian Peak Capital Partners Fund IV, L.P.
Matter Number | 1026-00001
Prepared By | Owen Fischer, Working Associate, Funds & Asset Management
Reviewed By | Theresa Kim, Lead Associate, Funds & Asset Management
Supervising Partner | Pamela Cross, Responsible Partner, Funds & Asset Management
Date Prepared | February 5, 2024
Firm | Calderwood & Harkness LLP, 425 Lexington Avenue, New York, NY 10017
Client | Briarwood Family Office LLC
Client Contact | Sandra M. Whitfield, General Counsel; Derek T. Calloway, Director of External Investments
Purpose | Benchmark the MFN provision proposed in the Fund IV side letter against recent market precedents to inform negotiation strategy
Fund | Meridian Peak Capital Partners Fund IV, L.P. (Delaware LP)
Fund Sponsor | Meridian Peak Capital Advisors LLC
GP | Meridian Peak Capital Partners GP IV LLC
GP's Counsel | Ashford Crane & Hewitt LLP (Harrison K. Drummond, Partner)
Proposed BFO Commitment | $75,000,000
Fund Target Size | $1,500,000,000
Fund Hard Cap | $1,750,000,000
Governing Law (Fund IV LPA & Side Letter) | State of Delaware
[sheet: MFN Comparison Matrix]
Row # | Fund / Transaction | Fund Strategy | Fund Target Size | LP Commitment | LP Commitment as % of Target | MFN LP Commitment Threshold | MFN Threshold as % of Target | Anchor Investor Carve-Out Threshold | Anchor Threshold as % of Target | MFN Election Period | MFN Summary Delivery Period | Excluded Categories | Sunset / Expiration Provision | MFN Applies to Subsequent Closes? | Governing Law | Notes / Observations
1 | Meridian Peak Capital Partners Fund IV, L.P. (Proposed — BFO) | Value-add / Opportunistic Real Estate, RE Operating Cos, Asset Mgmt Platforms | $1,500,000,000 | $75,000,000 | 5.00% | $50,000,000 | 3.33% | $200,000,000 | 13.33% | 20 business days after receipt of redacted side-letter summary | 15 business days after applicable close | (i) Terms granted to Anchor Investors ($200M+); (ii) Regulatory accommodations for ERISA, tax-exempt, or governmental plan investors; (iii) Terms for GP affiliates | None specified — MFN available at each close at which BFO admitted | Yes — summary delivered after each close | Delaware | BFO proposed terms as of Feb 5, 2024. MFN threshold at $50M. Anchor carve-out at $200M (13.33% of target). Election period of 20 biz days. Three excluded categories. MFN right entitled BFO to elect any economic or governance term granted to any other LP committing $50M+.
2 | Crestline Realty Partners Fund VI, L.P. | Core-Plus / Value-Add Real Estate | $2,000,000,000 | $100,000,000 | 5.00% | $75,000,000 | 3.75% | $250,000,000 | 12.50% | 15 business days after receipt of summary | 20 business days after final close only | (i) Anchor investors ($250M+); (ii) ERISA/governmental plan accommodations; (iii) GP/sponsor co-invest vehicles; (iv) Seed/first-close investors | MFN expires 30 days after final close | No — summary delivered only after final close | Delaware | Higher MFN threshold ($75M) and anchor carve-out ($250M) than Fund IV. Narrower window — only final close. Includes seed/first-close investor carve-out not present in Fund IV.
3 | Thornfield Capital Growth Equity Fund III, L.P. | Growth Equity / Technology | $1,200,000,000 | $50,000,000 | 4.17% | $40,000,000 | 3.33% | $150,000,000 | 12.50% | 20 business days after receipt of summary | 15 business days after each close | (i) Anchor investors ($150M+); (ii) Tax-exempt / governmental plan investors; (iii) GP-related persons | None — available at each close | Yes — after each close | Delaware | Lower anchor threshold ($150M) given smaller fund. Similar MFN election period to Fund IV (20 biz days). No sunset.
4 | Harborview Infrastructure Partners Fund II, L.P. | Infrastructure / Real Assets | $3,000,000,000 | $150,000,000 | 5.00% | $100,000,000 | 3.33% | $500,000,000 | 16.67% | 30 business days after receipt of summary | 20 business days after applicable close | (i) Anchor investors ($500M+); (ii) Sovereign wealth fund accommodations; (iii) ERISA accommodations; (iv) GP affiliates | MFN election right expires 60 days after final close | Yes — after each close, but election only once (at final close) | Delaware | Larger fund with much higher anchor carve-out ($500M). Longer MFN election period (30 biz days). Single election opportunity at final close despite interim summaries.
5 | Redwood Secondaries Fund V, L.P. | Private Equity Secondaries | $1,800,000,000 | $60,000,000 | 3.33% | $50,000,000 | 2.78% | $200,000,000 | 11.11% | 15 business days after receipt of summary | 10 business days after each close | (i) Anchor investors ($200M+); (ii) ERISA / benefit plan accommodations; (iii) GP affiliates and employees | None specified | Yes — after each close | Delaware | MFN threshold matches Fund IV at $50M. Anchor carve-out also at $200M — directly comparable. Shorter summary delivery (10 biz days) and election period (15 biz days).
6 | Ashmore Opportunistic Credit Fund IV, L.P. | Distressed / Opportunistic Credit | $1,000,000,000 | $40,000,000 | 4.00% | $25,000,000 | 2.50% | $100,000,000 | 10.00% | 20 business days after receipt of summary | 15 business days after applicable close | (i) Anchor investors ($100M+); (ii) ERISA / governmental plan; (iii) Strategic co-investors; (iv) GP affiliates | MFN expires 45 days after final close | Yes — after each close | Delaware | Lower thresholds across the board given smaller fund size. Includes 'strategic co-investor' carve-out — broader exclusion than Fund IV.
7 | Northstar Value-Add Real Estate Fund VII, L.P. | Value-Add Real Estate | $1,500,000,000 | $75,000,000 | 5.00% | $50,000,000 | 3.33% | $175,000,000 | 11.67% | 20 business days after receipt of summary | 15 business days after each close | (i) Anchor investors ($175M+); (ii) Tax-exempt entities; (iii) GP affiliates | None specified | Yes — after each close | Delaware | Closest comparable to Fund IV: same fund size, same LP commitment, same MFN threshold. Anchor carve-out slightly lower ($175M vs. $200M). Provides good benchmark.
8 | Pinnacle Ridge Private Equity Fund III, L.P. | Mid-Market Buyout | $2,500,000,000 | $125,000,000 | 5.00% | $75,000,000 | 3.00% | $300,000,000 | 12.00% | 25 business days after receipt of summary | 20 business days after final close only | (i) Anchor investors ($300M+); (ii) ERISA / governmental plans; (iii) GP affiliates; (iv) Advisory board members | MFN expires upon final close election deadline | No — final close only | Delaware | Includes advisory board member carve-out. Longer election period (25 biz days). MFN only at final close.
9 | Cascade Capital Ventures Fund IV, L.P. | Venture Capital / Late-Stage Growth | $800,000,000 | $35,000,000 | 4.38% | $25,000,000 | 3.13% | $100,000,000 | 12.50% | 15 business days after receipt of summary | 15 business days after each close | (i) Anchor investors ($100M+); (ii) Tax-exempt / governmental plan accommodations; (iii) GP affiliates | None specified | Yes — after each close | Delaware | Smallest fund in data set. Lower absolute thresholds but consistent as % of fund size. Three standard exclusions. No sunset. Good lower-bound comparator.
[sheet: Summary Statistics]
Metric | Market Precedents Range | Market Precedents Median | Fund IV Proposed | Fund IV vs. Median
Fund Target Size | $0.8B – $3.0B | $1.65B | $1.5B | Below median
LP Commitment | $35M – $150M | $67.5M | $75M | Above median
LP Commitment as % of Target | 3.33% – 5.00% | 4.58% | 5.00% | Above median
MFN LP Commitment Threshold | $25M – $100M | $50M | $50M | At median
MFN Threshold as % of Target | 2.50% – 3.75% | 3.17% | 3.33% | Slightly above median
Anchor Investor Carve-Out Threshold | $100M – $500M | $187.5M | $200M | Slightly above median
Anchor Threshold as % of Target | 10.00% – 16.67% | 12.25% | 13.33% | Slightly above median
MFN Election Period | 15 – 30 business days | 20 business days | 20 business days | At median
MFN Summary Delivery Period | 10 – 20 business days | 15 business days | 15 business days | At median
Number of Excluded Categories | 3 – 4 | 3 | 3 | At median
Sunset Provision | None to 60 days post-final close | Varies — 3 of 7 have sunset | None specified | Favorable to LP (no sunset)
MFN Available at Each Close | Yes: 5 of 7; No (final close only): 2 of 7 | Yes | Yes | At market
[sheet: Excluded Categories Detail]
Exclusion Category | Fund IV Proposed | Crestline VI | Thornfield III | Harborview II | Redwood V | Ashmore IV | Northstar VII | Pinnacle Ridge III | Prevalence | Market Standard?
Anchor Investor terms (commitment above specified threshold) | Yes | Yes | Yes | Yes | Yes | Yes | Yes | Yes | 8/8 | Universal — included in all MFN provisions
ERISA / benefit plan investor accommodations | Yes | Yes | No | Yes | Yes | Yes | No | Yes | 6/8 | Market standard
Tax-exempt / governmental plan accommodations | Yes | Yes | Yes | No | No | Yes | Yes | Yes | 6/8 | Market standard
GP affiliate / related person terms | Yes | Yes | Yes | Yes | Yes | Yes | Yes | Yes | 8/8 | Universal
Seed / first-close investor terms | No | Yes | No | No | No | No | No | No | 1/8 | Uncommon
Sovereign wealth fund accommodations | No | No | No | Yes | No | No | No | No | 1/8 | Uncommon — seen in large infrastructure funds
Strategic co-investor terms | No | No | No | No | No | Yes | No | No | 1/8 | Uncommon — potentially overbroad
Advisory board / LPAC member terms | No | No | No | No | No | No | No | Yes | 1/8 | Uncommon
GP employee / co-invest vehicle terms | No | Yes | No | No | Yes | No | No | No | 2/8 | Occasionally seen
[sheet: Key Observations & Recommendati]
Item # | Topic | Observation / Recommendation
1 | MFN LP Commitment Threshold | BFO's proposed $50M threshold is at the market median. The threshold represents 3.33% of Fund IV's $1.5B target, consistent with market practice. Recommendation: Maintain $50M threshold — well within market norms.
2 | Anchor Investor Carve-Out | The proposed $200M anchor carve-out (13.33% of Fund IV target) is at the market median. Some comparable funds use lower thresholds ($150M–$175M). This carve-out means LPs committing $200M or more (i.e., roughly 13.33% or more of the $1.5B target fund size) may receive terms not available to BFO via MFN. Recommendation: Maintain $200M; consider pushing to $225M if GP resists other points as a trade.
3 | Election Period | The proposed 20 business day MFN election period is at market median. Range is 15–30 business days. 20 days provides adequate time for BFO's investment committee (which requires 3 of 4 members, with Julian Hargrove holding veto) to review elected terms. Recommendation: Maintain 20 business days.
4 | Summary Delivery Timing | The proposed 15 business day delivery period for the redacted MFN summary is at market median. GP may push to 20 business days. Either is within market range. Recommendation: Propose 15 business days; accept 20 as fallback.
5 | Excluded Categories | Fund IV proposes three standard exclusions: (i) Anchor Investors, (ii) ERISA/tax-exempt/governmental plan, (iii) GP affiliates. This is at the market median of 3 categories. No unusual or overbroad carve-outs. Recommendation: Accept these three exclusions as drafted — they are universal or near-universal across comparables.
6 | Sunset Provision | Fund IV does not include an MFN sunset — favorable to BFO. Three of seven comparables include sunset provisions (30–60 days post-final close). Recommendation: Resist any GP attempt to add a sunset provision. If pressed, accept sunset no earlier than 60 days post-final close.
7 | Applicability at Each Close | Fund IV MFN applies at each close at which BFO is admitted, consistent with 5 of 7 comparables. Two comparables limit MFN to final close only. Recommendation: Maintain per-close MFN right — important given Fund IV's anticipated first close on April 30, 2024 and final close deadline of October 31, 2024.
8 | Overall Assessment | The proposed Fund IV MFN provision is well within market norms across all structural parameters. BFO's proposed terms are at or near the median on threshold, anchor carve-out, election period, and exclusion scope. The absence of a sunset provision is a favorable feature. BFO's $75M commitment (5.0% of the $1.5B target) provides meaningful leverage. Recommendation: Present these benchmarks to BFO (Julian Hargrove, Sandra Whitfield, Derek Calloway) to support the negotiation strategy outlined in the February 5, 2024 strategy memorandum.

[sheet: Cover]

Record

Parties

Dates

Amounts