Common use of CFTC Clause in Contracts

CFTC. The Fund represents and warrants that unless the Fund has notified Members otherwise, to the extent that the Fund engages in any trading of commodity interests, the Investment Manager is (i) exempt from registration as a commodity pool pursuant to CFTC No-Action Letter No. 12-40 because of the Fund’s election to be regulated as a BDC and (ii) is not a registered commodity pool operator and is not subject to regulation as such because it is eligible for, and has claimed, an exception from commodity pool operator registration available to it pursuant to CFTC Rule 4.5. As a result, the Fund also represents and warrants that it will not engage in commodity interest trading in excess of the de minimis trading thresholds set forth in CFTC Rule 4.5. The Fund also represents and warrants that it will not engage in commodity interest trading in excess of the de minimis trading thresholds set forth in CFTC Rule 4.13(A)(3). In the event that the Fund or the Investment Manager determines at any time to operate the Fund as an “exempt pool” in accordance with CFTC Rule 4.7, or the Access Fund determines at any time to operate as an exempt pool under CFTC Rule 4.7, then the Investment Manager and the Fund shall provide to the Access Fund all such information as may be reasonably requested by the Access Fund to enable the Access Fund and its general partner to provide the Access Fund LPs with all reports, and to make all filings with the National Futures Association (“NFA”), in each case on a timely basis, as may be required under CFTC Rule 4.7 or applicable NFA rules.