EFTA01452040

SOF III - 1081 Southern Financial LLC Secondary Opportunities Fund III. LP Executive Fund Partner FAICA FCA Feeder Fund A Feeder Fund through which certain individuals working for or with DB PE or the Manager, as well as certain other employees of Deutsche Bank or its affiliates, may invest in the Fund. The Foreign Account Tax Compliance provisions of the Code. UK Financial Conduct Authority. A feeder fund established by the General Partner or the Manager which will invest in the Fund or a Parallel Fund to accommodate the investment requirements of certain investors. FFI As defined in Section 10: Certain Legal, ERISA and Tax Considerations. FFI Agreement As defined in Section 10: Certain Legal. ERISA and Tax Considerations. Final Admission Date The last date on which Investors may be admitted to the Fund. First Closing The date on which Investors are first admitted to the Fund. FSMA The UK Financial Services and Markets Act 2000, as amended. Fund A DB Secondary Opportunities Fund A, LP, a Cayman Islands exempted limited partnership. Fund B DB Secondary Opportunities Fund B, LP, a Cayman Islands exempted limited partnership. Fund C DB Secondary Opportunities Fund C. LP, a Cayman Islands exempted limited partnership. Fund Advisory The advisory committee, comprising representatives of certain Investors, established by the Committee Fund 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 The amended and restated limited partnership agreement of the Fund. Agreement 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 Leonardo Secondary Opportunities Fund (GP) Limited, an unaffiliated special purpose entity to be established in the Cayman Islands as an exempted company, in its capacity to act as a general partner of the Fund. General Partner's Share The profit share distributed to the General Partner by the Fund. Gross IRR Gross Internal Rate of Retum. Confidential Private Placement Memorandum 124 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0108919 CONFIDENTIAL SDNY_GM_00255103 EFTA01452040