Common use of Handling of Orders Clause in Contracts

Handling of Orders. (a) For purposes of this Agreement, purchasers of Shares whose subscriptions were solicited by the Placement Agent and accepted by the Fund are referred to herein as the “Placement Agent’s Subscribers.” (b) All properly presented and accepted subscriptions for the purchase of Shares shall be executed at the offering price per Share described in the Memorandum. (c) The procedures relating to soliciting and the handling subscriptions for Shares will be subject to the terms of the Memorandum and the Operating Procedures set forth in Appendix A hereto. (d) Payments for Shares shall be made as specified in the Memorandum and Subscription Agreement. (e) All subscriptions are subject to acceptance or rejection, in whole or in part, in the sole discretion of the Fund and no compensation shall be due in respect of rejected subscriptions. (f) The Placement Agent will not at any time be responsible for performing recordkeeping or accounting services with respect to the Fund, except as described in Section 1(d) hereof. The Fund shall promptly inform the Placement Agent of the Fund’s Net Assets and Net Asset Value per Unit (and/or in certain instances estimated Net Asset Values) as soon as reasonably practicable following their calculation. The Placement Agent is authorized to communicate such calculations to each of the Placement Agent’s Subscribers. In the event that estimated Net Asset Values are provided in lieu of Net Asset Values, the Placement Agent shall make appropriate disclosures to the Placement Agent’s Subscribers.