CONFIDENTIAL EXECUTION VERSIONAmended and Restated Agreement of Limited Partnership • December 19th, 2019 • Luxembourg
This Amended and Restated Agreement of Limited Partnership (this “Agreement”) of VREP II International AJAX Holdings SCSp (the “Partnership”), a non-regulated special limited partnership (société en commandite spéciale) without legal personality of its own formed under the laws of the Grand Duchy of Luxembourg (the “Partnership”) and, in particular, in accordance with the law of 10 August 1915 on commercial companies, as amended (the “1915 Law”), is made and entered into on December 20, 2019, by and among VREP II International (Offshore) Advisors, a Luxembourg private limited liability company (société à responsabilité limitée), as managing general partner hereunder (the “General Partner”), the original limited partner referred to on the signature page hereof (the “Original Limited Partner”), GSAM Holdings II LLC, and VREP II International Ajax SCSp, a non-regulated special limited partnership (société en commandite spéciale) without legal personality of its own formed under the laws o