Common use of Compulsory Redemption Clause in Contracts

Compulsory Redemption. The Administrator may, by notice to any Member, force the redemption and/or sale of all or a portion of that Member’s Interest on terms as the Administrator determines to be fair and reasonable, or take other action as it determines to be fair and reasonable in the event that the Administrator determines or has reason to believe that: (i) that Member has attempted to effect a Transfer of, or a Transfer has occurred with respect to, any portion of that Member’s Interest in violation of this Agreement; (ii) continued ownership of that Interest by that Member is reasonably likely to cause the Fund to be in violation of securities laws of the United States or any other relevant jurisdiction or the rules of any self-regulatory organization applicable to the Administrator, Advisor or its Affiliates; (iii) continued ownership of that Interest by that Member may be harmful to the business or reputation of the Fund or the Administrator or the Advisor, or may subject the Fund or any Members to a risk of adverse tax or other fiscal consequence, including adverse consequences under ERISA; (iv) any of the material representations or warranties made by that Member under this agreement or under any Subscription Agreement signed by that Member in connection with the acquisition of an Interest was not true when made or has ceased to be true; (v) any portion of that Member’s Interest has vested in any other Persons by reason of the bankruptcy, dissolution, incompetency or death of that Member; or (vi) it would not be in the best interests of the Fund, as determined by the Organizer or the Administrator, for that Member to continue ownership of its Interest; provided, however, that the Organizer or the Administrator shall discuss with the Member in good faith. Upon the redemption and/or sale of a Member’s Interest pursuant to this section, such Member shall automatically be deemed to have withdrawn as a Member and shall no longer hold any interest in the Fund.

Compulsory Redemption. The Administrator may, by notice to any Member, force the redemption and/or sale of all or a portion of that Member’s Interest on terms as the Administrator Organizer determines to be fair and reasonable, or take other action as it determines to be fair and reasonable in the event that the Administrator determines or has reason to believe that: (i) that Member has attempted to effect a Transfer of, or a Transfer has occurred with respect to, any portion of that Member’s Interest in violation of this Agreement; (ii) continued ownership of that Interest by that Member is reasonably likely to cause the Fund to be in violation of securities laws of the United States or any other relevant jurisdiction or the rules of any self-regulatory organization applicable to the Administrator, Advisor or its Affiliates; (iii) continued ownership of that Interest by that Member may be harmful to the business or reputation of the Fund or the Administrator or the Advisor, or may subject the Fund or any Members to a risk of adverse tax or other fiscal consequence, including adverse consequences under ERISA; (iv) any of the material representations or warranties made by that Member under this agreement or under any Subscription Agreement signed by that Member in connection with the acquisition of an Interest was not true when made or has ceased to be true; (v) any portion of that Member’s Interest has vested in any other Persons by reason of the bankruptcy, dissolution, incompetency or death of that Member; or (vi) it would not be in the best interests of the Fund, as determined by the Organizer or the Administrator, for that Member to continue ownership of its Interest; provided, however, that the Organizer or the Administrator shall discuss with the Member in good faith. Upon the redemption and/or sale of a Member’s Interest pursuant to this section, such Member shall automatically be deemed to have withdrawn as a Member and shall no longer hold any interest in the Fund.

Compulsory Redemption. The Administrator Manager may, by notice to any Member, force the redemption and/or sale of all or a portion of that such Member’s Interest on such terms as the Administrator Manager determines to be fair and reasonable, or take such other action as it determines to be fair and reasonable in the event that the Administrator Manager determines or has reason to believe that: (i) that such Member has attempted to effect a Transfer of, or a Transfer has occurred with respect to, any portion of that such Member’s Interest in violation of this Agreement; (ii) continued ownership of that such Interest by that such Member is reasonably likely to cause the Fund Company to be in violation of securities laws of the United States or any other relevant jurisdiction or the rules of any self-regulatory organization applicable to the Administrator, Advisor Manager or its Affiliates; (iii) continued ownership of that such Interest by that such Member may be harmful or injurious to the business or reputation of the Fund Company or the Administrator or the AdvisorManager, or may subject the Fund Company or any Members to a risk of adverse tax or other fiscal consequence, including without limitation, adverse consequences consequence under ERISA; (iv) any of the material representations or warranties made by that such Member under this agreement or under any Subscription Agreement signed by that such Member in connection with the acquisition of an Interest was not true when made or has ceased to be true; (v) any portion of that such Member’s Interest has vested in any other Persons Person by reason of the bankruptcy, dissolution, incompetency or death of that such Member; or (vi) it would not be in the best interests of the FundCompany, as determined by the Organizer or the AdministratorManager, for that such Member to continue ownership of its Interest; provided, however, that the Organizer or the Administrator shall discuss with the Member in good faith. Upon the redemption and/or sale of a Member’s Interest pursuant to this section, such Member shall automatically be deemed to have withdrawn as a Member and shall no longer hold any interest in the Fund.Interest.‌‌

Compulsory Redemption. The Administrator Manager may, by notice to any Member, force the redemption and/or sale of all or a portion of that Member’s Membership Interest on terms as the Administrator Manager determines to be fair and reasonable, or take other action as it determines to be fair and reasonable in the event that the Administrator Manager determines or has reason to believe that: (i) that Member has attempted to effect a Transfer of, or a Transfer has occurred with respect to, any portion of that Member’s Membership Interest in violation of this Agreement; (ii) continued ownership of that Membership Interest by that Member is reasonably likely to cause the Fund to be in violation of securities laws of the United States or any other relevant jurisdiction or the rules of any self-regulatory organization applicable to the AdministratorManager, Advisor Organizer or its Affiliates; (iii) continued ownership of that Membership Interest by that Member may be harmful to the business or reputation of the Fund Company or the Administrator Manager or the AdvisorOrganizer, or may subject the Fund or any Members to a risk of adverse tax or other fiscal consequence, including adverse consequences under ERISA▇▇▇▇▇; (iv) any of the material representations or warranties made by that Member under this agreement or under any Subscription Agreement signed by that Member in connection with the acquisition of an Interest was not true when made or has ceased to be true; (v) any portion of that Member’s Interest has vested in any other Persons Person by reason of the bankruptcy, dissolution, incompetency or death of that Member; or (vi) it would not be in the best interests of the FundCompany, as determined by the Organizer or the AdministratorManager, for that Member to continue ownership of its Membership Interest; provided, however, that . The Company shall indemnify Managers for any costs and expenses related to the Organizer or the Administrator shall discuss with the Member in good faith. Upon the redemption and/or sale violations of a such Act by Member’s Interest pursuant to this section, such Member shall automatically be deemed to have withdrawn as a Member and shall no longer hold any interest in the Fund.

Compulsory Redemption. The Administrator Manager may, by notice to any MemberMember (other than the Investment Adviser), force the redemption and/or sale of all or a portion of that such Member’s Interest (other than the Investment Adviser’s Interest), or the withdrawal of a Member and correspondingly reduce any Unfunded Commitment of such Member (on such terms as the Administrator Manager reasonably determines, which may include leaving such Member obligated to make Capital Contributions with respect to Fund expenses and Management Fees allocable to such Member or its Capital Commitment up to the amount of such Member’s Unfunded Commitment at the time such Unfunded Commitment is so reduced), on such terms as the Manager determines to be fair and reasonable, or take such other action as it determines to be fair and reasonable in the event that the Administrator Manager determines or has reason to believe that: (i) that such Member has attempted to effect a Transfer of, or a Transfer has occurred with respect to, any portion of that such Member’s Interest in violation of this Agreement; (ii) continued ownership of that such Interest by that such Member is reasonably likely to cause the Fund Fund, the Investment Adviser or any Affiliate of the foregoing to be in violation of securities laws of the United States or any other relevant jurisdiction or the rules of any self-regulatory organization applicable to the AdministratorManager, Advisor the Investment Adviser or its their Affiliates; (iii) continued ownership of that such Interest by that such Member may be harmful or injurious to the business or reputation of the Fund Fund, the Manager or the Administrator or the AdvisorInvestment Adviser, or may subject the Fund or any Members to a risk of adverse tax or other fiscal consequence, including without limitation, adverse consequences consequence under ERISA; (iv) any of the material representations or warranties made by that such Member under this agreement Agreement or under any Subscription Agreement signed by that such Member in connection with the acquisition of an Interest was not true true, correct and complete when made or has ceased to be true, correct and complete; (v) any portion of that such Member’s Interest has vested in any other Persons Person by reason of the bankruptcy, dissolution, incompetency incompetency, Incapacity or death of that such Member; (vi) the Member’s continued ownership of its Interest would cause the Fund to be required to register as an “Investment Company” under the Investment Company Act; or (vivii) it would not be in the best interests of the Fund, as determined by the Organizer or the AdministratorManager, for that such Member to continue ownership of its Interest; provided, however, that the Organizer or the Administrator shall discuss with the Member in good faith. Upon the redemption and/or sale of a Member’s Interest pursuant to this section, such Member shall automatically be deemed to have withdrawn as a Member and shall no longer hold any interest in the Fund.