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Fried Frank Harris Shiver & Jacobson ILP EFTA01097610 DRAFT - FOR DISCUSSION PURPOSES ONLY DBZ COMPANY NOTES CERTAIN TERMS AND CONDITIONS It being the intention of the parties hereto to enter into ... Partners LW') and DB Zwim Asia Partners, LLC ("Asia Partners LLC") (each, a "DBZ Company") will issue a note (the "DBZ GP Note", "Co LP Note", "Partners LLC Note ... Swieca Asset Management, LLC ('DSAM"), which currently holds a minority equity interest in each DBZ Company. Guarantors Zwim Holdings, LLC ("Zwirn Holdings") will guarantee (the "Guarantee") each of the Notes