EFTA Document EFTA01389857

GLDUS132 EverWatch Financial Glendower Capital Secondary Opportunities Fund IV. LP Fund Advisory The advisory committee. comprising representatives of certain Limited Partners. established Committee by the Pisa to consult with the General Partner or Manager as to potential conflicts of interest. methods of valuation and certain other matters Fund Documents The Fund Partnership Agreement and certain other legal documents in respect of the Fund. Fund Partnership Agreement The amended and restated limited partnership agreement of the Fund. Fund Secondary An investment interest in an established generalist and specialist private equity fund structure (including a funds of fund. feeder fund or other similar structure) Fund Sponsor A general partner. manager or adviser of a private equity investment fund. General Partner Glendower Capital SOF IV (GP) Limited. a special purpose entity established in the Cayman Islands as an exempted limited company. General Partners Share The profit share distnbuted to the General Partner by the Fund Glendower Capital or Glendower Capital. LLP. an English limited liability partnership. Glendower Glendower SOF Team As defined in Section 1 Executive Summary. GP The general partner. manager or equivalent in respect of an underlying investment fund. GP-led Secondary An investment interest in a portfola of private equity assets on the secondary market Gross IRR Gross Internal Rate of Return Interest A limited partnership interest in the Fund. Invested Capital With respect to a Limited Partner or a Feeder Fund investor, such Limited Partner's or such Feeder Fund investor's (a) drawn down Commitment (or equivalent), that is, at the date of determination, invested in portfolio investments, and (b) undrawn Commitment (or equivalent) that the Manager has reasonably reserved for portfolio investments Investment Committee An investment committee to be established by the Manager that. inter al's. will screen and evaluate investment opportunities for the Fund. Investment Company The U.S Investment Company Act of 1940. as amended. Act Investment Management Agreement The investment management agreement relating to the appointment of the Manager as the investment manager of the Fund. Confidential Prerate Placement Memorandum 104 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0094223 CONFIDENTIAL SDNY_GM_00240407 EFTA01389857