FOCUS INDE GROWTH FUND

Solicitation. We acknowledge that we actively solicited the Fund in connection with a prospective investment in the Fund. We approached the Fund on our own initiative. Our interest in the Fund did not come about as a result of any direct or indirect marketing, offering or placement efforts by or on behalf of the Fund... Waiver of claims. We represent that we will not pursue any claim against the Fund or any of its directors in connection with prospective purchase of interest in the Fund... Condition of Sale and Admission. We understand and agree that the Fund's sale of the limited partnership interest to us, and our admission to the Fund, is conditioned on the acknowledgements, contained herein.

Also known as: Focus Inde Growth Fund Ltd