Description of Services

Solutions available for purchase

1. Portal Boost
2. Deal Services
3. Fund Administration
4. Fund Services
5. Draft Annual Report Preparation: Financial Statements and Footnote Disclosures
6. DTCC AIP
7. Customer Identification and Watchlist Screening
8. Accounting Systems Integration
9. Insights Application for Enterprise Edition
10. Managed Closes

Additional activities included in Portal Boost, Deal Services, Fund Administration, and Fund Services

11. Software Configuration Services

This Description of Services sets forth the Services to be performed, as applicable, under that certain Order Form by and among Juniper Square, Inc., JSQ Administrative Services LLC (“JSQ AS”) and Client (the “Order Form”), as amended from time to time, into which they are incorporated. Capitalized terms used herein shall have the meaning given to them in the Order Form and Terms and Conditions (available at: “https://www.junipersquare.com/terms-and-policies/terms-and-conditions”), as applicable. Some Services shall be subject to a separate charge as indicated below; please refer to our Rate Card (available at: “https://www.junipersquare.com/terms-and-policies/rate-card”) for additional information.

1. Portal Boost
   1. Premium support
      1. Dedicated Portal Boost Manager with ability to update configuration settings in Client’s workspace
      2. Up to 6 hours of virtual customized training per year delivered by your dedicated Customer Success Manager via Zoom
      3. Up to 6 hours of implementation, setup or other data processing services (generally “Data Processing Services”) credit per year to support data accuracy and management, as identified in partnership with your Customer Success Manager
   2. Phased migration
      1. Accelerated implementation via two-phased migration process, if needed. Phase one limited to contact data only for fundraising purposes
   3. Configuration
      1. Includes Software Configuration Services (please see Section 11)
   4. User management
      1. Configure staff user roles in adherence with Client’s requirements
      2. Enable staff users to receive email updates for relevant CRM changes
   5. Fundraising
      1. Configure one prospective investor lead capture form per offering
      2. Configure one arena-wide prospective investor lead capture form
      3. Configure templates used for watermarking documents
   6. Portal Boost exclusions
      1. Modification, alteration, change to, or any ongoing maintenance of, Client Data or documents not listed in this Description of Services or otherwise required in excess of Data Processing Services credit hours (see Premium Support above)
      2. Customization of notices and statements not supported by the Software
      3. Drafting or distributing communications (e.g., emails, statements/notices) by Client to its counterparties
      4. Maintenance, alteration, change to, or any ongoing maintenance of, transactions, balances, metrics, or other Client Data in the Software
      5. Configuration of waterfall settings
      6. Troubleshooting waterfall discrepancies
2. Deal Services
   1. One-Time Activities
      1. Phased migration
         1. Accelerated implementation via two-phased migration process, if needed. Phase one limited to contact data only for fundraising purposes
      2. Configuration
         1. Includes Software Configuration Services (please see Section 11)
      3. Subscriptions
         1. Includes one Managed Close per deal (please see Section 10)
      4. Waterfall configuration
         1. Create waterfall structure, investor groups, and distribution cash flow allocations per applicable governing documents
   2. Ongoing Activities – Transactions
      1. Asset data
         1. If the asset is real estate, upload and update the following asset-level information to the Software: asset photos, asset location, asset type, asset size, and net asset value. If the asset is an operating company, upload and update the following operating company information to the Software: name, photo / logo, description, and total enterprise value or net enterprise value
      2. Capital calls
         1. Calculate investor amounts for capital calls
         2. Calculate late funding penalties for investors, as applicable
         3. Prepare capital call notices in accordance with Juniper Square’s industry standard formats
         4. Securely email capital call notices to investors via the Software
         5. Services to be provided for up to and including:
            1. 3 capital calls - Additional capital calls can be purchased for the fees stated in the Rate Card
      3. Contribution reconciliation
         1. Update the Software to reflect contributions up to three times per capital call
         2. Client must provide a .csv file of recent bank transactions in order for Juniper Square to perform contribution reconciliation
      4. Distributions
         1. Calculate distribution amounts for each investor including calculating preferred returns and, as applicable, carried interest and promote (excludes calculation of tax withholding)
         2. Prepare distribution notices in accordance with Juniper Square’s industry standard formats
         3. Securely email distribution notices to investors via the Software
         4. Subject to Software functionality and any limitations stated in Section 2.d.v below, pay distribution amounts to investors via the Software (subject to additional terms and conditions, including per third-party banking providers); if not yet available in Software, Client’s bank portal may be used for wire distributions only
            1. Payments made via the Software will be subject to any applicable fees stated in the Rate Card
      5. Net asset value (“NAV”)
         1. Allocate Client-provided NAV to each investor
         2. Prepare NAV statements in accordance with Juniper Square’s industry standard formats
         3. Securely email NAV statements to investors via the Software
      6. Transfers
         1. Upon receipt of transfer instructions from Client, record investor transfers in the Software
   3. Other Ongoing Activities
      1. Contacts
         1. Add or update contacts no more than four times per month
         2. Client must provide contact information in Juniper Square’s tabular format
      2. In addition to any communications made per the “Ongoing Activities – Transactions” section above, distribute investor communications via the Software up to two times per month; provided that such communication and associated documentation is final and not investor-specific. Uploading subscription documents completed outside of the Software is expressly excluded from the scope of activities
      3. Payment instruction updates
         1. Subject to Client’s purchase of the Software, Client (or its investors if so permitted by Client) must submit payment instructions via the Software (Juniper Square may not update or otherwise change payment instructions)
      4. Tax (excluding preparation of tax forms)
         1. Subject to and upon instruction from Client, send reminders to investors to update their tax information in the Software
         2. Subject to and upon instruction from Client, distribute K-1s and other tax forms to investors via the Software
      5. Data exports
         1. Provide data exports via a Juniper Square-provided secure document workspace for Client to share with audit and tax specialists one time per year, including:
            1. Investor detail including name, type, Taxpayer Identification Number (TIN) / Social Security Number (SSN) and address
            2. Contributions, distributions and transfer activity
   4. Deal Services Limitations
      1. With the exception of a Managed Close, service commencement and all requests are contingent upon verified completion of all requirements described in the Migration Terms and Conditions, including Client’s sign off on the workspace. Additional time beyond the timelines listed below may be necessary if additional processing is required as determined by Juniper Square
      2. Upon Juniper Square’s request, Client shall provide all details required for collecting e-signatures and such e-signatures shall be collected through the Software
      3. All reports, statements, and notices will be in Juniper Square’s configurable, industry standard format, and must be distributed through the Software
      4. The following activities shall be conducted no more frequently than five times per year unless “Deal Services Monthly Add-on” is purchased for the entity, in which case the following activities shall be conducted no more frequently than thirteen times per year:
         1. Calculating and paying distributions
         2. Securely emailing distribution notices
         3. Allocating NAV
         4. Securely emailing NAV statements
         5. Updating asset data
      5. Juniper Square can only support issuing payments if the following conditions are met:
         1. Payments must be made from, and to, an account tied to a U.S. physical location, mailing address and, as applicable, an Employer Identification Number (EIN) or Social Security Number (SSN)
         2. Client’s or its Affiliate’s bank account must be:
            1. A business transaction account (i.e., checking account or demand deposit account)
            2. Enabled with ACH credit capabilities and at a bank that accepts standard, third party NACHA files via direct upload to an online banking portal (required if paying distributions via ACH)
            3. Available online in English with the ability for Juniper Square to initiate outgoing payments and download bank exports of incoming funds
            4. In compliance with applicable banking regulations
         3. Client is responsible for sending checks to non-U.S. locations
      6. Juniper Square will initiate up to 100 wire payments per year. Additional wires may be purchased for the fees stated in the Rate Card
      7. Waterfall configuration
         1. To the extent the Client has utilized a separate waterfall model for historical calculations, Juniper Square will not investigate the cause of the variance in historical source of waterfall tier balance variances; if a variance exists, Juniper Square will recommend a course of action to the Client that may include revision of existing data or addition of data for tier rebalancing
         2. Juniper Square, in its sole and absolute discretion, may choose to begin calculations from Client-provided tier balances for the applicable period
      8. Juniper Square requires advance notice for all requests, as follows:
         1. Distribution notices, capital calls, and contributions: Minimum 3 business days
         2. Outgoing distribution payments: 2 business days following Client approval of distribution notices
            1. Additional time may be required if the number of wires exceeds 30 in a given day
         3. All other requests within the scope of this Description of Services: minimum 3 business days
      9. Any exceptions agreed to by Juniper Square may incur additional fees
3. Fund Administration
   1. Services by Entity Type
      1. Each Standalone Fund, REIT, Single-Asset SPV, Master Fund, Feeder Fund, Joint Venture, Blocker, GP Entity, and Co-Invest (as applicable)
         1. Perform the following calculations:
            1. Investor allocations for capital calls, distributions (excludes tax withholding calculations) and income / loss
            2. Partner capital account balances
            3. Entity-level realized and unrealized gross and net IRRs
            4. Management fees
            5. Preferred returns
            6. Carried interest and promote, as applicable
            7. Entity-level net asset value
            8. Multiple close rebalancing, as applicable
            9. Late funding penalties, as applicable
         2. Process investor redemptions, as applicable (Client shall receive and track redemption requests and notify Juniper Square of the need to process such requests)
         3. Prepare the following in Juniper Square’s formats and distribute via the Software:
            1. Capital call and distribution notices
            2. Entity balance sheet
            3. Entity income statement
            4. Entity statement of changes in partners’ capital
            5. Entity statement of cash flows
            6. Partner capital account statements
            7. Schedule of investments
         4. Interface with the loan servicer to receive and reconcile loan amortization calculations (applicable to Debt Funds only)
   2. For All Entities:
      1. Phased migration
         1. Accelerated implementation via two-phased migration process, if needed. Phase one limited to contact data only for fundraising purposes
      2. Configuration
         1. Includes Software Configuration Services (please see Section 11)
      3. Subscriptions
         1. Includes one Managed Close per entity (please see Section 10)
      4. Asset data
         1. If the asset is real estate, upload and update the following asset-level information to the Software: asset photos, asset location, asset type, asset size, and net asset value. If the asset is an operating company, upload and update the following operating company information to the Software: name, photo / logo, description, and total enterprise value or net enterprise value
      5. Contacts
         1. Add or update contacts no more than four times per month
         2. Client must provide contact information in Juniper Square’s tabular format
      6. Tax (excluding preparation of tax forms)
         1. Subject to and upon instruction from Client, send reminders to investors to update their tax information in the Software
         2. Subject to and upon instruction from Client, distribute K-1s and other tax forms to investors (all tax forms to be distributed electronically via the Software).
         3. Client is responsible for sending tax forms and documents to investors outside of the Software
      7. Waterfall configuration
         1. Create waterfall structure, investor groups, and distribution cash flow allocations per governing documents
      8. Treasury
         1. Timely manage the receipt of capital calls including sending occasional reminder notices to LPs as requested by Client
         2. Subject to Software functionality, timely manage the disbursement of distributions via the Software (subject to additional terms and conditions, including per third-party banking providers and any limitations stated in Section 3.c below); if not yet available in Software, Client’s bank portal may be used for wire distributions only
            1. Payments made via the Software will be subject to any applicable fees stated in the Rate Card
            2. Except as stated herein, Client is responsible for any payments not supported by the Software
            3. Client is responsible for sending checks to non-U.S. locations
         3. Act as agent, for and at the direction of Client as principal, to process Client requests for vendor payments on behalf of a Juniper Square administered entity
         4. Disburse funds to underlying investment entities as directed by Client
         5. Client is required to send tax payments and filings to tax authorities
      9. 1099-NEC
         1. Prepare and deliver Form 1099-NEC to vendors who have received payment from a Juniper Square administered entity
         2. Client must submit to Juniper Square complete information needed to prepare 1099-NECs, including from time periods prior to the Service Start Date
      10. Payment instruction updates
          1. Subject to Client’s purchase of the Software, Client (or its investors if so permitted by Client) must submit payment instructions and updates to payment instructions via the Software (Juniper Square may not update or otherwise change payment instructions)
      11. Data exports
          1. Provide data exports via a Juniper Square-provided secure document workspace for Client to share with audit and tax specialists one time per year, including:
             1. Investor detail including name, type, Taxpayer Identification Number (TIN) / Social Security Number (SSN) and address
             2. Contributions, distributions and transfer activity
             3. Coordinate with audit and tax partners to provide reasonable audit and tax support, including providing entity-level financials, general ledger and trial balance information
      12. Transfers
          1. Record investor transfers in the Software upon receipt of transfer instructions from Client
      13. Investor communications
          1. In addition to any communications made per the “Services by Entity Type” section above, distribute investor communications via the Software up to two times per month; provided that such communication and associated documentation is final and not investor-specific. Uploading subscription documents completed outside of the Software is expressly excluded from the scope of activities
   3. The foregoing Services shall be subject to the following limitations:
      1. If Client does not have a subscription to the Software, the following additional term applies: Limited License to Software. Notwithstanding Section 1.a of the Master Terms and Conditions, the scope of the license shall be limited to use by Client Staff in connection with the Services, subject to such further modifications and restrictions on the license as may be imposed in the sole, absolute discretion of Juniper Square, it being understood that Client shall have no right, discretion or authority to independently operate or administer the Software
      2. All reports, statements, and notices will be in Juniper Square’s configurable, industry standard format, and must be distributed through the Software
      3. Juniper Square’s Managed Closes service must be used for any new subscriptions accepted by the fund directly (i.e., not through an intermediary such as a broker-dealer). Service includes configuration for one fundraise; configurations for additional fundraises are priced separately
      4. Upon Juniper Square’s request, Client shall provide all details required for collecting e-signatures and such e-signatures shall be collected through the Software
      5. For subscriptions sourced through an intermediary or otherwise not through the Juniper Square subscriptions process, Client will send Juniper Square position information in tabular format via a template provided by Juniper Square
      6. U.S. GAAP or U.S. modified cash basis accounting only
      7. All transactions and reporting shall be made in a single currency
      8. Quarterly net asset value calculations and quarterly reporting periods only, with deadlines of no fewer than 45 calendar days after the close of the relevant quarter contingent upon timely receipt of underlying asset and other required supporting information. Year-end reporting may require additional time
      9. For new funds issuing their First Capital Call or receiving their First Contribution, the first net asset value calculation and the first reporting period (including the preparation of financial statements and partner capital account statements) shall cover a period that includes the partial quarter in which the capital call or contribution occurred and the following quarter
      10. Performance calculations, distributions, redemptions (as applicable) and updating of asset data to occur no more frequently than quarterly
      11. Outgoing vendor payments initiated by Juniper Square require Client’s use of Juniper Square’s third-party invoice processing software
      12. Juniper Square will initiate up to 200 wire payments per year across all Single Asst SPVs, Base Standalone Funds, and affiliated add-on entities. Additional wires may be purchased for the fees stated in the Rate Card
      13. For each base entity and each affiliated add-on entity, Services to be provided for up to and including:
          1. Each Base Single Asset SPV and each affiliated add-on entity:
             1. 300 positions unless otherwise stated on the Order Form
             2. 5 fundraising closings - Additional closes can be purchased for the fees stated in the Rate Card
             3. 5 capital calls - Additional capital calls can be purchased for the fees stated in the Rate Card
          2. Each Base Standalone Fund and each affiliated add-on entity:
             1. 300 positions unless otherwise stated on the Order Form
             2. 10 fundraising closings - Additional closes can be purchased for the fees stated in the Rate Card
             3. 15 capital calls - Additional capital calls can be purchased for the fees stated in the Rate Card
      14. Client’s or its Affiliate’s bank account must be:
          1. A business transaction account (i.e., checking account or demand deposit account)
          2. Enabled with ACH credit capabilities and at a bank that accepts standard, third party NACHA files via direct upload to an online banking portal (required if paying distributions via ACH)
          3. Available online in English with the ability for Juniper Square to initiate outgoing payments and download bank exports of incoming funds
          4. In compliance with applicable banking regulations
      15. Waterfall configuration
          1. The following waterfall types are priced separately:
             1. Waterfalls for open-end funds
             2. Deal-by-deal waterfalls, sometimes referred to as “American waterfalls”
             3. Waterfalls with tier hurdles based on asset-level operating performance, such as an occupancy threshold
          2. To the extent the Client has utilized a separate waterfall model for historical calculations, Juniper Square will not investigate the cause of the variance in historical source of waterfall tier balance variances; if a variance exists, Juniper Square will recommend a course of action to the Client that may include revision of existing data or addition of data for tier rebalancing
          3. Juniper Square, in its sole and absolute discretion, may choose to begin calculations from Client-provided tier balances for the applicable period
      16. Excludes calculation of estimated net income and creation of draft partner capital account and financial statements
      17. If the relevant fund is a Debt Fund, Client to send Juniper Square a monthly file in Juniper Square’s formats that includes the following information:
          1. Loan cash flows on a loan-by-loan basis
          2. Monthly loan interest income calculations
          3. For the avoidance of doubt, Juniper Square will not act as a loan servicer
      18. Juniper Square requires advance notice for all requests, as follows:
          1. Distribution notices, capital calls, contributions: Minimum 3 business days
          2. Outgoing distribution payments: 2 business days following Client approval of distribution notices
             1. Additional time may be required if the number of wires exceeds 30 in a given day
          3. Investor redemption payments: 2 business days following Client approval of investor redemption
          4. All other requests within the scope of this Description of Services: minimum 3 business days
      19. Any exceptions agreed to by Juniper Square may incur additional fees
4. Fund Services
   1. One-Time Activities
      1. Phased migration
         1. Accelerated implementation via two-phased migration process, if needed. Phase one limited to contact data only for fundraising purposes
      2. Configuration
         1. Includes Software Configuration Services (please see Section 11)
      3. Subscriptions
         1. Includes one Managed Close per entity (please see Section 10)
      4. Waterfall configuration
         1. Create waterfall structure, investor groups, and distribution cash flow allocations per applicable governing documents
   2. Ongoing Activities
      1. Asset data
         1. If the asset is real estate, upload and update the following asset-level information to the Software: asset photos, asset location, asset type, asset size, and net asset value. If the asset is an operating company, upload and update the following operating company information to the Software: name, photo / logo, description, and total enterprise value or net enterprise value
      2. Capital calls
         1. Calculate investor amounts for capital calls
         2. Calculate late funding penalties for investors, as applicable
         3. Prepare capital call notices in accordance with Juniper Square’s industry standard formats
         4. Securely email capital call notices to investors via the Software
      3. Contribution reconciliation
         1. Timely manage the receipt of capital calls via the Software (subject to additional terms and conditions, including per third-party banking providers)
      4. Distributions
         1. Calculate distribution amounts for each investor including calculating preferred returns and, as applicable, carried interest and promote (excludes calculation of tax withholding)
         2. Prepare distribution notices in accordance with Juniper Square’s industry standard formats
         3. Securely email distribution notices to investors via the Software
         4. Subject to Software functionality, pay distribution amounts to investors via the Software (subject to additional terms and conditions, including per third-party banking providers); if not yet available in Software, Client’s bank portal may be used for wire distributions only
            1. Payments made via the Software will be subject to any applicable fees stated in the Rate Card
            2. Except as stated herein, Client is responsible for any payments not supported by the Software
            3. Client is responsible for sending checks to non-U.S. locations
      5. Transfers
         1. Upon receipt of transfer instructions from Client, record investor transfers in the Software
      6. Partner capital account statements and/or net income notices
         1. Upload to the Software Client-provided partner capital account balances and investor-level allocations of net income and net income components, and any other investor-level activities, if relevant. For the avoidance of doubt, Client is responsible for all net income calculations. Such data must be provided by Client in Juniper Square's tabular format
         2. Provided Client has delivered all necessary data, prepare partner capital account statements and/or net income notices in accordance with Juniper Square’s industry standard formats
         3. Distribute partner capital account statements and/or net income notices to investors via the Software
   3. Other Activities
      1. Contacts
         1. Add or update contacts no more than four times per month
         2. Client must provide contact information in Juniper Square’s tabular format
      2. In addition to any communications made per the “Ongoing Activities” section above, distribute investor communications via the Software up to two times per month; provided that such communication and associated documentation is final and not investor-specific. Uploading subscription documents completed outside of the Software is expressly excluded from the scope of activities
      3. Payment instruction updates
         1. Subject to Client’s purchase of the Software, Client (or its investors if so permitted by Client) must submit payment instructions via the Software (Juniper Square may not update or otherwise change payment instructions)
      4. Tax (excluding preparation of tax forms)
         1. Subject to and upon instruction from Client, send reminders to investors to update their tax information in the Software
         2. Subject to and upon instruction from Client, distribute K-1s and other tax forms to investors via the Software
      5. Data exports
         1. Provide data exports via a Juniper Square-provided secure document workspace for Client to share with audit and tax specialists one time per year, including:
            1. Investor detail including name, type, Taxpayer Identification Number (TIN) / Social Security Number (SSN) and address
            2. Contributions, distributions and transfer activity
   4. Fund Services Limitations
      1. With the exception of a Managed Close, service commencement and all requests are contingent upon verified completion of all requirements described in the Migration Terms and Conditions, including Client’s sign off on the workspace. Additional time beyond the timelines listed below may be necessary if additional processing is required as determined by Juniper Square
      2. Upon Juniper Square’s request, Client shall provide all details required for collecting e-signatures and such e-signatures shall be collected through the Software
      3. All reports, statements, and notices will be in Juniper Square’s configurable, industry standard format, and must be distributed through the Software
      4. The following activities shall be conducted no more frequently than five times per year unless “Fund Services - Monthly Reporting” is stated on the Order Form, in which case the following activities shall be conducted no more frequently than thirteen times per year:
         1. Calculating and paying distributions
         2. Securely emailing distribution notices
         3. Updating asset data
         4. Updating partner capital account balances or net income amounts in the Software
         5. Securely emailing partner capital account or net income notices
      5. Juniper Square can only support issuing payments if the following conditions are met:
         1. Payments must be made from, and to, an account tied to a U.S. physical location, mailing address and, as applicable, an Employer Identification Number (EIN) or Social Security Number (SSN)
         2. Client’s or its Affiliate’s bank account must be:
            1. A business transaction account (i.e., checking account or demand deposit account) with full transaction capability available online
            2. Enabled with ACH credit capabilities and at a bank that accepts standard, third party NACHA files via direct upload to an online banking portal (required if paying distributions via ACH)
            3. Available online in English with the ability for Juniper Square to initiate outgoing payments and download bank exports of incoming funds
            4. In compliance with applicable banking regulations
      6. Waterfall configuration
         1. The following waterfall types are priced separately:
            1. Waterfalls for open-end funds
            2. Deal-by-deal waterfalls, sometimes referred to as “American waterfalls”
            3. Waterfalls with tier hurdles based on asset-level operating performance, such as an occupancy threshold
         2. To the extent the Client has utilized a separate waterfall model for historical calculations, Juniper Square will not investigate the cause of the variance in historical source of waterfall tier balance variances; if a variance exists, Juniper Square will recommend a course of action to the Client that may include revision of existing data or addition of data for tier rebalancing
         3. Juniper Square, in its sole and absolute discretion, may choose to begin calculations from Client-provided tier balances for the applicable period
      7. Subscriptions
         1. Juniper Square’s Managed Closes service must be used for any new subscriptions accepted by the fund directly (i.e., not through an intermediary such as a broker-dealer). Service includes configuration for one fundraise; configurations for additional fundraises are priced separately
         2. For subscriptions sourced through an intermediary or otherwise not through the Juniper Square subscriptions process, Client will send Juniper Square position information in tabular format via a template provided by Juniper Square
      8. Services to be provided for up to and including:
         1. 300 positions unless otherwise stated in the Order Form
         2. 10 fundraising closings - Additional closes can be purchased for the fees stated in the Rate Card
         3. 15 capital calls - Additional capital calls can be purchased for the fees stated in the Rate Card
         4. 4 total entities (excluding blockers)
         5. 4 total waterfalls
      9. Juniper Square will initiate up to 100 wire payments per year. Additional wires may be purchased for the fees stated in the Rate Card
      10. Re-balancing
          1. Client is responsible for conducting calculations needed for multiple close re-balancing and must provide resulting information in Juniper Square’s tabular format prior to Juniper Square completing capital calls, contribution reconciliations, and distributions
      11. Juniper Square requires advance notice for all requests, as follows:
          1. Distribution notices, capital calls, and contributions: Minimum 3 business days
          2. Outgoing payments: 2 business days following Client approval of distribution notices
             1. Additional time may be required if the number of wires exceeds 30 in a given day
          3. All other requests within the scope of this Description of Services: minimum 3 business days
      12. Any exceptions agreed to by Juniper Square may incur additional fees
5. Draft Annual Report Preparation: Financial Statements and Footnote Disclosures
   
   Only available with purchase of Fund Administration
   1. Prepare initial drafts of the following annual audited financial statements in accordance with U.S. GAAP or U.S. modified cash basis accounting standards
      1. Balance sheet
      2. Schedule of investments
      3. Income statement
      4. Statement of cash flows
      5. Statement of changes in partners’ capital
      6. All related footnote disclosures
   2. For funds that have not previously had an audit, annual audited financial statements will be prepared in Juniper Square’s formats
   3. Provide reasonable direct correspondence with auditors for matters relating to the financial statements, footnotes, and associated activity relevant to the draft audit financials. The scope of support is limited to the legal entity JSQ AS is contracted to service.
   4. Unless otherwise stated in the Order Form, for new entities purchasing Draft Annual Report Preparation: Financial Statements and Footnote Disclosures, the first audit will be conducted in the first year following the applicable entity’s First Capital Call and will cover the financial year when the First Capital Call occurred.
6. DTCC-AIP
   
   Only available with purchase of Fund Administration and Fund Services
   1. Transmit position and transaction data (for up to and including 400 positions) through The Depository Trust & Clearing Corporation (DTCC) Alternative Investment Product (AIP) platform on a quarterly basis to designated and participating DTCC AIP members, and in such format(s) available in the Software (as may be expanded from time to time).
7. Customer Identification and Watchlist Screening
   1. Customer Identification
      1. Verify the identity of prospective Unique Investors via:
         1. information self-reported by prospective Direct Investors,
         2. third-party databases,
         3. knowledge-based authentication (KBA) and/or
         4. review of prospective Unique Investors’ documentation.
      2. Customer Identification services to be provided once per Unique Investor, concurrent with the Unique Investor’s submission of their subscription package
   2. If in Juniper Square’s reasonable discretion, information provided by a Unique Investor is incomplete, missing or is otherwise inadequate, Juniper Square shall be permitted to contact such Unique Investor to attempt to resolve such deficiency
   3. Watchlist Screening
      1. Unique Investors shall be checked for inclusion within the following watchlists:
         1. Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals (OFAC SDN) List
         2. OFAC Non-SDN List
         3. OFAC Sanctions List
         4. Politically Exposed Persons (PEPs) List
      2. Distribution bank information for each Direct Investor (e.g., bank name, bank location) shall be checked for inclusion within the following:
         1. Section 311 Special Measure List (FinCEN)
         2. Financial Action Task Force (FATF) Countries of Concern List
      3. Individuals will be screened against PEP lists only for the country in which they currently reside
      4. Watchlist checks shall be completed periodically at a cadence to be reasonably determined by Juniper Square
      5. No watchlist checks shall be completed for any Unique Investor whose identity could not be verified
      6. Juniper Square reserves the right in its sole discretion to amend, modify or otherwise change the watchlists used in connection with the foregoing Watchlist Screening Services
   4. The foregoing Services are neither intended to, nor should be assumed to, replace or otherwise supersede Client’s or any of its Affiliates efforts to perform due diligence and confirm the qualifications or suitability of any investor to invest, or otherwise confirm the accuracy or sufficiency of information such an investor may submit to Client or its Affiliate(s) in connection with an offering of securities. Client should consider whether any enhanced due diligence procedures may be necessary given its prospective customer base (e.g., politically exposed persons, non-governmental organization, foreign consulate). Client shall remain solely responsible for interpreting and identifying a proper course of action following performance of the foregoing Services.
8. Accounting Systems Integration
   
   Not included in all packages of Juniper Square. Please check your Order Form.
   1. Provide integration development documentation that describes project prerequisites and specifications
   2. Provision sandbox demo environment with integration enabled for purposes of testing uni- or bi-directional data transmission
   3. Provide uni- or bi-directional test plans and data quality assurance guidance
   4. Subject to Client’s written approval and the Software’s functionality, finalize the integration specification of configurable settings (non-standard integration requests are not supported)
   5. Based on scope determined by Client per Section 8.d above, include or suppress Juniper Square ETL exports in the following areas (on both sandbox and production workspaces):
      1. Payment instructions
      2. Ownership records
   6. Based on settings determined by Client, configure the systems integrations parameters (on both sandbox and production workspaces)
   7. Install RSA key pairs and provision accounts on Juniper Square SFTP server
   8. Deploy integration on Client’s production workspace
   9. Reset sandbox demo environment as required for integration testing and validation (Client requests for reset may occur no more frequently than weekly)
   10. Train Client virtually to use the integration, review the integration logs and complete testing until enabled in Juniper Square production workspace
   11. The foregoing Services shall be subject to the following limitations:
       1. Training will be limited to the use of the Software, and neither Juniper Square nor its personnel will provide guidance on, or be required to view information through, any third-party software
       2. Integration development will be performed only once based upon the file specification provided and approved by the Client
   12. Ongoing service and support
       1. Maintain integration on an ongoing basis
       2. Provide advance notice to Client of feature upgrades that will impact integration
       3. Provide support for and resolve integration bugs escalated by the Client that relate to the Software
       4. Juniper Square requires minimum 5 business days advance notice for all Accounting Systems Integration support requests
       5. Limitations of ongoing service and support:
          1. Following the Date of Deployment, any modification, alteration, or other change to configuration parameters or specs or inclusion or suppression of any .csv files not supported (requests post-Date of Deployment are priced separately)
          2. Following the Date of Deployment, ongoing, sandbox demo environment testing, resetting, and support are not included
9. Insights Application for Enterprise Edition
   1. Configure Client workspace to support customizable Insights, including configuration of user roles and users subject to Client’s instructions (as applicable)
   2. Premium Support
      1. Facilitate installation, with a dedicated Product Operations Manager, of custom “Dashboards” in the form of graphic reports or visualizations based on Client Data that capture, for example, investment-, fundraising-, and CRM-related data (and as such categories may be expanded from time to time)
      2. During the Term, up to four (4) customized trainings delivered virtually by your dedicated Product Operations Manager
      3. Following consultation with JSQ AS, and as the Parties may agree, construct custom Dashboards in accordance with Client’s reporting objectives
   3. Limitations
      1. Dashboard installation will be performed only once
      2. Client Data captured in connection with any Dashboard shall exclude any asset-level data and personal data (e.g., bank account information, social security numbers)
      3. JSQ AS shall not modify, alter, verify, update or otherwise change Client Data
10. Managed Closes
    1. Create and link each entity and each offering
    2. Convert execution-ready subscription document(s) (in Word format) for use within the Software, including:
       1. Configuring subscription document text and associated investor questionnaire in the Software
       2. Applying Software settings to support the subscription process
          1. Specify minimum and maximum investment amounts
          2. Express investment amounts as U.S. dollars or units
          3. Specify acceptable distribution payment methods (e.g., ACH, check, wire)
          4. Configure Client’s (or its Affiliate’s) counter signature formalities
          5. Designate an email address for Client (or its Affiliate) to execute documents via DocuSign
    3. Add contact data for prospects to workspace as needed, but not more than ten times over the lifetime of the offering (frequency limitation does not apply to open-end funds). Client must provide contact and prospect information in Juniper Square’s tabular format
    4. Upon explicit written instruction by Client or authorized counsel on its behalf, distribute subscription packages to relevant prospects based on Client-provided data not more than ten times over the lifetime of the offering (frequency limitation does not apply to open-end funds). If the fund is an open-ended fund that perpetually allows new investors into the fund, JSQ AS will distribute subscription packages quarterly unless otherwise mutually agreed
    5. Void and redistribute subscription invites if requested by Client not more than ten times per offering
    6. Configure Customer Identification and Watchlist Screening (please see Section 7) (priced separately)
    7. Answer technical investor questions to support investors’ completion of the subscription documents within Juniper Square. Legal questions to be answered by Client
    8. Position creation
       1. Create investor positions for subscriptions accepted through Juniper Square’s online subscriptions feature
       2. For investors that have subscribed outside Juniper Square’s online subscriptions, Client must provide position-level information in Juniper Square’s tabular format. Juniper Square will add investor positions for investors who have subscribed outside Juniper Square subscriptions once per closing (frequency limitation does not apply to open-end funds)
    9. Managed Closes limitations
       1. Service commencement is contingent upon Client configuring e-signatures in the Software
       2. Ongoing investor support outside of answering technical investor questions to support investors’ completion of the subscription documents within Juniper Square (for example, legal questions or questions about the investment opportunity) are excluded from the Service
       3. Reviewing investors’ answers to subscription questions to ensure acceptability to Client is excluded from the Service
       4. Offered for open-end funds only as a part of Fund Administration purchase
       5. Juniper Square requires minimum advance notice for all configuration requests: 5 business days from completion of live fundraising call with the Juniper Square team and receipt of execution-ready subscription document(s)
          1. Change requests to configured subscription document(s) will be reflected in 3 business days
          2. The 5 business day timeline will reset each time Client makes substantive modifications to previously provided execution-ready subscription documents
11. Software Configuration Services
    1. Field customization
       1. Configure custom data fields on contact, prospect, account, entity, position and offerings, if needed
    2. Portal
       1. Upload and configure Client-provided legal documents, including website Terms of Use, Privacy Policy, fundraising Non-Disclosure Agreement(s) and consent form for electronic tax document delivery
       2. Upload Client logo
       3. Upload Client high resolution photo for investor sign in page and customize sign in button color to match Client's color scheme
       4. Configure settings
          1. Investor sign in page messaging
          2. First-time investor login welcome messaging
          3. About Client section
          4. Asset and portfolio disclosure section
          5. Entity and asset visibility
    3. Entities, positions, transactions and assets: For avoidance of doubt, Portal Boost does not include configuration of waterfall settings of any kind
       1. For each entity
          1. Configure entity type
          2. Configure investor groups
          3. Configure position ownership settings
          4. Configure yield, IRR, multiple metrics settings
       2. Across Client’s Juniper Square workspace
          1. Configure distribution and capital transaction allocation types
          2. Configure net asset value transaction allocation types
          3. Configure net income transaction allocation types for Portal Boost, Fund Administration, and Fund Services only
          4. Configure asset import .csv file templates
       3. Documents and communications
          1. Configure document categories
          2. Configure investor email distributions lists
       4. Statements and notices
          1. Upload Client letterhead and configure page offsets to ensure compatibility with Software notices and statements
          2. Configure what information is included in statements and notices based on Client’s needs, subject to the Software’s functionality
       5. Payments
          1. Upload investment entity bank account information
          2. Configure payment methods accepted for the entity (check, ACH and/or wire)
       6. Tax
          1. Upon Client’s instruction, enable questionnaire in workspace to solicit information regarding tax status of an investor’s investing entity

Appendix

Definitions

For purposes of this Description of Services, the definitions of terms used are as follows:

Previous versions of this page:

• Description of Services published November 8, 2022
• Description of Services published August 9, 2022
• Description of Services published October 2021
• Description of Services published July 2021
• Description of Services published May 2021
• Description of Services published March 2021
• Administration Services Statement of Work published October 2020