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CONFLICTS CONFLICTS OF INTEREST OF INTEREST

Each of Pyramine Investment Inc. (together with, as the context may require, its direct or indirect subsidiaries including the Limited Partnership, the “Fund” or the “Issuer”), the limited partnership through which it will indirectly make investments (the “Limited Partnership”), the general partner of the Limited Partnership (the “General Partner”), and subsidiary partnerships of the Limited Partnership, and certain of their respective trustees, directors, officers and equity holders (collectively, the “Interested Parties”) are or will be persons who are not at arm’s length with the asset manager of the Limited Partnership, Pyramine Investment Inc.. (the “Agent”), and may be paid for the performance of certain services under various agreements.

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Additionally, none of these parties are or will be limited or affected in their ability to carry on other business ventures for their own account, or for the account of others, and are currently, and may in the future be, engaged in the development of, investment in, or management of, businesses that may compete with the business of the Fund and its affiliates.

In addition, one or more of the Interested Parties, may be a principal, director and/or officer of the investment vehicles in which the Limited Partnership invests, and the Agent may be engaged by such investment vehicles to raise funds in one or more offerings.

Certain individuals who are related to Hany Adam, one of the trustees of the Fund and a director of the General Partner, own a significant interest in each of the Agent and Pyramine Investments.

Hany Adam, a principal, director and officer of the Pyramine Investment Inc. , will be a trustee of the Fund and a director and officer of the General Partner and certain other subsidiaries of the Limited Partnership.

The Agent will receive fees under the Agency Agreement and Pyramine Investment Inc., as the sole holder of the Class C Units of the Limited Partnership, will indirectly receive a portion of the Limited Partnership Proceeds distributed by the Limited Partnership. In addition, an affiliate of the Agent and Pyramine Investment Inc., will act as asset manager of the Limited Partnership.

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