Common use of Correctness of Information Clause in Contracts

Correctness of Information. The Subscriber represents and warrants that the information it has provided in this Subscription Agreement and any documents attached hereto or provided in connection with this Subscription Agreement (collectively “Attachments”) (which Attachments are incorporated in this Subscription Agreement by reference, and which constitute representations and warranties to the Company, as if expressly set forth herein), and in any U.S. Internal Revenue Service or other tax form delivered to the Company, is true, accurate and complete and may be relied upon by the Company for any purpose, including the establishment of Subscriber-related facts underlying claims of exemption from the registration provisions of federal, state and non-U.S. securities laws, including the Securities Act and the Investment Company Act. The Subscriber acknowledges that the Company is relying on such information in connection with (a) the Subscriber becoming a shareholder of the Company, (b) not registering the offer and sale of the Shares under the Securities Act or any state or foreign securities laws, (c) not registering the Company under the Investment Company Act, (d) avoiding violations of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and Code Section 4975 (e.g. prohibited transactions involving retirement accounts and other employee benefit plans – see Section 4.11herein) and other comparable laws applicable to employee benefit plans not subject to ERISA, and (e) the management of the Company’s business. If at any time during the term of the Company any of the representations and warranties contained in this Subscription Agreement (including the Annexes, Schedules and Exhibits attached hereto) shall cease to be true, the Subscriber will promptly notify the Company in writing.

Correctness of Information. The All information furnished by the Subscriber represents and warrants that on the information it has provided signature page hereof, in this Subscription Agreement and any documents attached hereto or provided in connection with this Subscription Agreement (collectively “Attachments”) (which Attachments are incorporated in this Subscription Agreement by reference, and which constitute representations and warranties to the Company, as if expressly set forth herein)Subscriber Questionnaire, and in any U.S. Internal Revenue Service or other tax form (including any tax form attached hereto) delivered to the Company, Company or the Adviser is true, accurate and complete and may be relied upon as of (a) the date this Subscriber Agreement is signed by the Company for any purposeSubscriber and (b) the Closing Date, including and shall be true, accurate and complete as of each date that the establishment of Subscriber-related facts underlying claims of exemption Subscriber receives a distribution from the registration provisions Company. The Subscriber agrees to promptly notify the Company in the event that any such information shall cease to be true, accurate and complete. If the Subscriber is not a natural person, the Subscriber has delivered true and complete (as of federalthe date of delivery) copies of the following organizational and authorization documents requested in the Subscriber Information Form attached hereto: (i) all organizational documents of the Subscriber, state (ii) all documents authorizing the Subscriber to acquire Units in the Company and non-U.S. securities laws, including (iii) evidence of the Securities Act and authority of each person executing the Investment Company Actdocuments referred to in Section 5.17 below to act on behalf of the Subscriber. The Subscriber acknowledges that the Company is relying on such the accuracy and completeness of the information furnished in this Subscription Agreement in connection with (a) the Subscriber becoming a shareholder of Subscriber’s subscription, and that the Company may present this Subscription Agreement or such other information to such parties as the Company, in its sole discretion, deems appropriate if called upon, in each case to establish that (bx) not registering the proposed offer and sale of the Shares Units is exempt from registration under the Securities 1933 Act or any meets the requirements of applicable U.S. state or foreign securities laws, (cy) not registering the Company is exempt from registration under the Investment Company Act, Act or (d) avoiding violations of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and Code Section 4975 (e.g. prohibited transactions involving retirement accounts and other employee benefit plans – see Section 4.11herein) and other comparable laws applicable to employee benefit plans not subject to ERISA, and (ez) the management Company, the Adviser and their respective affiliates are in compliance with the Advisers Act. Furthermore, the Subscriber understands that the offering of Units may be reported to the Company’s business. If at any time during SEC or to U.S. state securities or “blue sky” commissioners pursuant to the term requirements of applicable U.S. federal law and of various U.S. state securities or “blue sky” laws or regulations (including to meet the requirements for an exemption from registration thereunder) or if the Company any or the Adviser consider such disclosure necessary or appropriate in their normal course of the representations and warranties contained in this business or to enable them properly to conduct their affairs. Subscription Agreement (including the Annexes, Schedules and Exhibits attached hereto) shall cease to be true, the Subscriber will promptly notify the Company in writing.All Subscribers)

Correctness of Information. The Subscriber represents and warrants that the information it has provided in this Subscription Agreement and any documents attached hereto or provided in connection with this Subscription Agreement (collectively “Attachments”) (which Attachments are incorporated in this Subscription Agreement by reference, and which constitute representations and warranties to the Company, as if expressly set forth herein), and in any U.S. Internal Revenue Service or other tax form delivered to the Company, is true, accurate and complete and may be relied upon by the Company for any purpose, including the establishment of Subscriber-related facts underlying claims of exemption from the registration provisions of federal, state and non-U.S. securities laws, including the Securities Act and the Investment Company Act. The Subscriber acknowledges that the Company is relying on such information in connection with (a) the Subscriber becoming a shareholder of the Company, (b) not registering the offer and sale of the Shares under the Securities Act or any state or foreign securities laws, (c) not registering the Company under the Investment Company Act, (d) avoiding violations of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and Code Section 4975 (e.g. prohibited transactions involving retirement accounts and other employee benefit plans – see Section 4.11herein) and other comparable laws applicable to employee benefit plans not subject to ERISA, and (ed) the management of the Company’s business. If at any time during the term of the Company any of the representations and warranties contained in this Subscription Agreement (including the Annexes, Schedules and Exhibits attached hereto) shall cease to be true, the Subscriber will promptly notify the Company in writing.