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EFTA01355318

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GLDUS141 Greg Martin iCapital Advisors, LLC Form ADV Part 2A such Underlying Fund. With respect to any capital contribution (or portion thereof) that is subject to a default (the "Defaulted Amount"). iCapital may call additional capital from the Investors that have already made the applicable capital contribution (not in excess of their unfunded Subscriptions). pro rata based on the ratio of such Investor's unpaid Subscription to the aggregate unpaid Subscriptions of all Investors, to the extent necessary to fund the Defaulted Amount. If an Investor fails to pay in full any requested capital contributions. iCapital may take certain actions which may result in a sale of such Investor's Interest or a forfeiture of all or a portion of such Investor's Interest Additionally, iCapital may pursue any available legal remedies, with the expenses of collection of the unpaid amount including attorneys' fees, to be paid by such defaulting Investor. A defaulting Investor will be responsible for interest charges and default charges imposed by an Underlying Fund that arise from or relate to such Investor's failure to pay requested capital contributions. Series Limited Partnership; Cross-Series Liabilities. Certain Funds have been established as a single series of a series limited partnership (each, a "Partnership"). The Delaware Act provides that if certain requirements of the Delaware Act are satisfied, the debts, liabilities and obligations relating to a particular series of a series limited partnership are enforceable only against the assets of that series and not against the assets of the limited partnership generally or the assets of any other series of the limited partnership. Because these provisions were enacted relatively recently. there is a dearth of case law interpreting those provisions. Further, a Partnership may operate or have assets held on its behalf or be subject to claims in other jurisdictions which may not necessarily recognize the leg

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