Page 11 - Brook-Hollow Due Diligence Package

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KE NMA RE CU S T OD IA L A C C O U NT SAMP LE KE NMA RE I N D IVID U A L A C C O U NT
A G REE ME NT I NV ES T ME NT S T A T E ME NT

Eastern Point Trust Company (“Eastern Point”) is a key partner with Kenmare. The Investment Agency Agreement Every Kenmare client is provided with an account statement on a quarterly basis by mail or email. These statements
documents the terms of service between Kenmare and its custodian, Eastern Point. show the current values of the investments that KACL made to provide for its payment obligations.

The assets backing the future payment obligations of Kenmare are held primarily with Eastern Point (www.
easternpointtrust.com), a multi-state non-depository trust company and custodian. Kenmare funds held in the
custody account at Eastern Point are not commingled with any other funds. Those funds are legally separate from
any other assets held by Eastern Point for, or on behalf of, anyone, or any other entity. Those funds are not subject to 07
any claims against Eastern Point, nor are the assets subject to claim by Eastern Point creditors. By virtue of Eastern
Point being a multi-state non-depository trust company, any assets held in custody by Eastern Point are not reachable C E NT R A LIS S ER VI C ES A G REE ME NT
under any action against Eastern Point, except by the party for whom Eastern Point is holding those assets.

For the deferring attorney/payee’s protection, any distributions require the approval of both a designated Centralis Centralis is the service provider contracted by Kenmare to manage and perform the operations of Kenmare.
employee and a designated Kenmare official and can only be executed per the direction of the Non Qualified Centralis Group is a market-leading outsourced corporate service provider. Founded in 2006, Centralis is
Assignment and Release Agreement (discussed below). headquartered in Luxembourg with offices in Hungary, Ireland, Romania, Switzerland and the Netherlands.
The Centralis Service Agreement highlights some of the additional asset protections built into the deferral process,
highlighted below.
05 Should there be a loss by Kenmare due to fraud committed by Centralis or a servant, agent or employee thereof, then

Centralis is 100% liable for that loss. Section 11.1 of the Services Agreement provides:
S U BS TITU TI O N A G REE ME NT
Centralis shall only be liable for losses and/or damages suffered by the Company (Kenmare) and expenses
incurred by the Company resulting directly from:
The Substitution Agreement is an agreement between Kenmare and its asset custodian. JPMorgan and Eastern
Point Trust Company are the primary custodians of Kenmare’s assets, and those assets are invested according to (a) fraud and/or gross negligence on the part of Centralis, its servants, agents or employees in the performance
an Investment Policy Statement. The Substitution Agreement ensures that in the unlikely event of an insolvency and/or exercise by Centralis of its duties and responsibilities under this Agreement;
by Kenmare, the asset custodian assumes the obligation to continue making the future payments to the deferring
attorney/payee. Note that the deferring attorney/payee acknowledges this Agreement and its terms at its execution.

An insolvency event is defined in the Substitution Agreement as follows:
B YRN E W A LL A C E , P R OFILE FOR 08
Insolvency Event means in respect of Kenmare, that Kenmare is unable to pay its debts as they fall due or J OS EP H GA VI N
becomes insolvent or an order is made or a resolution is passed for the liquidation, winding-up or dissolution of
Kenmare (other than for the purposes of a solvent amalgamation or reconstruction ) or a liquidator, examiner
or trustee or similar officer is appointed over all or any substantial part of the assets of Kenmare or Kenmare ByrneWallace is one of Ireland’s largest law firms with a team of nearly 300 professionals which includes 45 highly
enters into or proposes any composition or arrangement with its creditors generally or anything analogous to the experienced partners. ByrneWallace is the first and only large Irish law firm certified with ISO 27001 by Certification
foregoing occurs in any applicable jurisdiction. Europe in Ireland - the internationally recognised standard for information security management.
Joseph Gavin: With more than 30 years’ financial services experience in Ireland, Europe and the United States,
In the event of an insolvency, the asset custodian will directly pay the attorney/payee, in substitution for its payment Joe advises clients on a broad range of regulatory and compliance issues which may affect their business. His
obligation to Kenmare. expertise ranges from setting up funds to debt structures, advising on creditors’ rights to coordinating high court

This Substitution Agreement adds an extra layer of protection for the attorney. applications, structuring to restructurings and enforcements including liquidations.