Directly or indirectly clause samples

Level2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Our funds may invest in companies in which we or one or more or our other funds also invest, either directly or indirectly. Investments in a company by certain of our funds may be made prior to the investment by other funds, concurrently, including as part of the same financing plan or subsequent to the investments by such other funds. Any such investment by a fund may consist of securities or other instruments of a different class or type from those in which other of our funds are invested, and may entitle the holder of such securities and other instruments to greater control or to rights that otherwise differ from those to which such other funds are entitled. In connection with any such investments — including as they relate to acquisition, owning, and disposition of such investments — our funds may have conflicting interests and investment objectives, and any difference in the terms of the securities or other instruments held by such parties may raise additional conflicts of interest for our funds and us. Our failure to adequately mitigate these conflicts could give rise to regulatory and investor scrutiny.

(5)      Interests shown consist of founder shares, classified as shares of CFAC Class B common stock and shares of CFAC Class A common stock underlying units issued pursuant to a private placement. The Sponsor is the record holder of such shares. Cantor is the sole member of the Sponsor. CF Group Management, Inc. (“CFGM”) is the managing general partner of Cantor. Mr. Lutnick, CFAC’s Chairman and Chief Executive Officer, is the Chairman and Chief Executive Officer of CFGM and trustee of CFGM’s sole stockholder. As such, each of Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the common stock held directly by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. Amounts prior to the business combination and Private Placement exclude shares underlying the Forward Purchase Contract and the private placement warrants. Amounts following the business combination and Private Placement include a total of 1,800,000 shares of GCM Class A common stock that may be acquired upon exercise of warrants exercisable within 60 days of the closing of the business combination.

(K)“Sponsor Return” shall mean, on any given Transaction, a return at least 2.5 times the KKR Group’s initial investment on December18, 2013 for each ClassA-1 Unit of the Company (as adjusted to a per Share basis in connection with the conversion to Shares) held directly or indirectly by the KKR Group, where such return is calculated based on all cash distributions from the Company received by the KKR Group before such Transaction (and, if such Transaction is a Change in Control where the KKR Group receives consideration other than cash, the Transaction Value of any non-cash and/or contingent consideration, including any retained interests in the Company or its Subsidiaries), on a per Share basis, with respect to the Shares held by the KKR Group, directly or indirectly. For the avoidance of doubt, the foregoing shall not take into account the receipt by any member of the KKR Group any management, monitoring, transaction or other fees payable to such parties under certain management agreements, transaction fee agreements, and/or syndication fee agreements.